2 Warren's Weed New York Real Property § 25.49

Summary

The general rule is that the seller’s obligations with respect to conveyance of title under the contract are satisfied by acceptance of delivery of the deed. Thereafter, the purchaser’s rights must be based solely on provisions of the contract that are expressly stated to survive the closing or on warranties, if any, in the deed. The purchaser’s acceptance of a deed with fewer warranties than promised in the contract has been held to discharge the contract obligation.1 In the absence of fraud or mistake, or when the contract creates rights collateral to, or independent of, the conveyance, acceptance of the deed is prima facie fulfillment of the contract and all provisions thereof.2 The rule is usually described as “merger,” but “accord and satisfaction” is more accurate.3