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Purchase Agreement

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CONTRACT FOR THE SALE AND PURCHASE OF REAL ESTATE
DEVELOPED CONDOMINIUM UNIT

In consideration of the mutual promises contained herein, the undersigned Seller agrees to sell, to the undersigned Buyer, who agrees to buy, the herein described property on the terms and conditions stated below.

1. PROPERTY DESCRIPTION: Condominium Unit # and improvements attached to said unit except the following:

2. PRICE: The purchase price ($) dollars payable as follows:

(a) Earnest Money deposit $

(b) Balance due at closing $

SALE CONTINGENT ON FINANCING. If contingent on financing, Buyer agrees to use reasonable diligence to obtain said financing.

Buyer assuming indebtedness of Seller to in the amount of to be applied to the purchase price.

3. CLOSING COSTS: Seller will pay for the preparation of the Deed of Conveyance and other closing costs up to . Buyer will pay all other closing costs.

4. DEPOSIT: Buyer has deposited with Seller the sum of $ cash/check as earnest money. The same is to be applied to the cash down payment on closing of this transaction.

5.

(a) CLOSING DATE:

(b) POSSESSION DATE:

6. CONVEY TITLE TO

7. INSURANCE: Insurance is the responsibility of Buyer at closing.

8. PRORATION:

(a) Property taxes shall be prorated at closing.

(b) Fees and assessments shall be prorated at closing.

9. SPECIAL PROVISIONS:

10. TITLE AND CONVEYANCE:

(a) Seller acknowledges that construction is complete of the Condo to be sold and that the condominium is exempt from the Interstate Land Sales Procedure Act, or if subject to said act that all required registrations have been met. If Seller is the developer and the Condo is subject to the Interstate Land Sales procedure Act, Seller agrees to provide Buyer with the Report of the development as required by said act.

(b) Common area ownership is vested in the Condominium Cooperative.

(c) Buyer will be provided by Seller, the Condominium by-laws, rules and regulations, operating budget and any other documents applicable to the condominium ownership and Cooperative desired by Buyer, not privileged.

(d) Buyer acknowledges that Buyer is aware of the assessment fees for upkeep of the Condo common areas.

(e) Termite inspection report will be provided by Seller.

Seller is to convey Title by Warranty Deed or other instrument (as appropriate) and provide Buyer with a Certificate of Title prepared by an attorney or title company which will allow Buyer to obtain title insurance from a title company qualified to do and doing business in the state of . Seller shall, prior to or at closing, satisfy all outstanding mortgages, deeds of trust and special liens affecting the subject property which are not specifically assumed by Buyer herein. Title shall be good and marketable, subject only to the following items recorded in the County recorder's office of said County; easements without encroachments, applicable zoning ordinances, protective covenants, condominium restrictions and declaration and prior mineral reservations; otherwise Buyer, at his option, may either (a) if defects cannot be cured by designated closing date, cancel this contract, in which case all earnest money deposited shall be returned, (b) accept title as is, or (c) if the defects are of such character that they can be remedied by legal action within a reasonable time, permit Seller such reasonable time to perform his curative work at Seller's expense. In the event that the curative work is performed by Seller, at the time specified herein for closing of this sale shall be extended for a reasonable period necessary for such action. Seller represents that the property may be legally used as zoned and that no government agency has served any notice to Seller requiring repairs, alterations or corrections of any existing condition except as stated herein.

11. BREACH OF CONTRACT: Specific performance is the essence of this contract, except as otherwise specifically provided:

(a) In the event of breach of this contract by Buyer, Seller at his option may either: (1) accept the earnest money deposit as liquidated damages and this contract shall then be null and void, or (2) enter suit in any court of competent jurisdiction for damages, giving credit on said damages for the said earnest money deposit, or (3) enter suit in any court of competent jurisdiction for specific performance.

(b) In the event of breach of contract by Seller, Buyer at his option may either: (1) accept the return of the earnest money deposit and cancel the contract, or (2) enter suit for damages in any court of competent jurisdiction, or (3) enter suit in any court of competent jurisdiction for specific performance.

(c) If it becomes necessary to insure the performance of the conditions of this contract for either party to initiate litigation, then the losing party agrees to pay reasonable attorney's fees and court costs in connection therewith.

12. SURVIVAL OF CONTRACT: All prior negotiations shall terminate with the closing and this contract shall terminate.

13. MECHANICAL EQUIPMENT AND BUILT IN APPLIANCES: All such equipment is sold as is without warranty.

14. CONDITION OF PROPERTY AND ACCEPTANCE: Buyer hereby represents that he has personally inspected and examined the above mentioned premises and all improvements thereon and accepts the property in its "as is" and present condition. Buyer hereby acknowledges that unless otherwise set forth in writing elsewhere in this contract neither nor Seller nor their representatives have made any representations concerning the present or past structural condition of the slab or foundation of this property. Buyer also hereby agrees that he will not hold Seller or its representatives responsible or liable for any present or future structural problems or damage to the foundation or slab of said property.

15. DAMAGE BY FIRE, ETC.: This contract is further conditioned upon delivery of the improvements in their present condition and in the event of material damage by fire or otherwise, before closing this contract shall be void and Buyer will be refunded his earnest money. Seller agrees to keep the subject property insured against fire and extended coverage risks until closing.

16. AGREEMENT OF PARTIES: This contract incorporates all prior agreements between the parties, contains the entire and final agreement of the parties, and cannot be changed except by their written consent. Neither party has relied upon any statement or representation made by the other party or any sales representative bringing the parties together. Neither party shall be bound by any terms, conditions, oral statements, warranties, or representations not herein contained. Each party acknowledges that he has read and understands this contract. The provisions of this contract shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective parties hereto. When herein used, the singular includes the plural and the masculine includes the feminine as the context may require.

17. SELLER'S STATEMENT: The offer stated herein is hereby accepted and Seller agrees to sell the herein described property on the terms and conditions set forth herein.

18. ASSIGNMENT: This agreement may not be assigned without the consent of the other party except for purposes of a tax free exchange, if desired.

19. BROKER: The parties agree that no broker or broker fees is involved in this transaction.

20. APPLICABLE LAW: This agreement shall be construed according to the laws of the State of

CITY

STATE

DATE

TIME

BUYER

BUYER

CITY

STATE

DATE

TIME

SELLER

SELLER

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What a Purchase Agreement Is and When It Applies

A Purchase Agreement is a legally binding contract that records the terms under which one party agrees to buy and another agrees to sell specified goods, real property, or business assets. It identifies the parties, describes the subject matter, sets the purchase price and payment terms, and lists closing conditions, contingencies, and remedies for breach. The document can be used for residential and commercial real estate, asset sales, stock purchases, and many commercial transactions where written terms reduce ambiguity and protect the parties' expectations.

Why a Clear Purchase Agreement Matters

A complete Purchase Agreement clarifies rights and obligations, reduces litigation risk, and provides enforceable remedies if a party fails to perform. Properly drafted terms allocate risk, set closing mechanics, and document contingencies like inspections or financing.

Why a Clear Purchase Agreement Matters

Who Typically Prepares and Signs a Purchase Agreement

Various professionals draft, review, or sign Purchase Agreements depending on the transaction type and complexity.

  • Real estate brokers and closing attorneys facilitating property transfers and buyer/seller sign-off.
  • Corporate counsels, business owners, and M&A advisors for asset or stock purchase transactions.
  • Lenders and loan officers when financing contingencies or escrow instructions are part of the closing process.

Parties should confirm signatory authority and, when needed, involve counsel to verify representations, transfer mechanics, and recording requirements.

Core Sections to Include in a Professional Purchase Agreement

A thorough Purchase Agreement organizes obligations clearly so each party knows deliverables, timelines, and remedies. The following components form the agreement's backbone.

Parties

Full legal names and entity types for buyer and seller, plus contact and registered agent details when applicable.

Purchase Price

Exact dollar amount, allocation to assets or inventory, deposit/earnest money terms, and adjustments at closing.

Closing Mechanics

Date, location, deliverables at closing, escrow instructions, and conditions precedent that must be satisfied.

Contingencies

Inspection, financing, title review, environmental or regulatory approvals with clear cure or termination timelines.

Representations

Seller and buyer warranties about authority, title, liabilities, permits, and absence of undisclosed claims.

Governing Law

State law that governs interpretation and dispute resolution, plus venue or arbitration clauses if agreed.

Step-by-Step: Completing a Purchase Agreement

Follow a consistent sequence to reduce errors and ensure all conditions are addressed before closing.

  • 01
    Prepare Draft: Assemble facts, exhibits, and the proposed price; draft or use a template.
  • 02
    Review Terms: Confirm contingencies, timelines, and allocation of costs.
  • 03
    Authorize Signatories: Verify signatory authority for each party and prepare signature blocks.
  • 04
    Execute and Record: Complete signatures, deliver funds to escrow, and record or file as required.

How to Configure an Online Signing Workflow

Set up the digital workflow to match your process — sequential or parallel signing, authentication level, and reminder schedule.

Field Configuration
Signature Placement Place signature and date fields where required; lock critical fields after signing.
Signing Order Choose sequential signing for conditional approvals or parallel for simultaneous consent.
Authentication Use email link or SMS code; add KBA or two-factor for higher assurance.
Reminders and Expiry Configure automatic reminders and set link expiration to manage timeline adherence.

Where to Send a Completed Purchase Agreement

Routing depends on transaction type — escrow agent for closings, corporate records for asset sales, or county recorder for property deeds.

  • Escrow or Closing Agent: Deliver an executed copy and funds per escrow instructions.
  • Title Company: Send for title review, endorsement, and recording preparation.
  • Corporate Records: File asset sale agreements in corporate minute books and accounting systems.
  • County Recorder: Record deeds or instruments requiring public notice after closing.

Digital Signing and Delivery: Platform Requirements

Choose a platform that supports secure e-signature, audit trails, and the file formats used in your workflow.

  • Integrations: Connectors for Salesforce, NetSuite, Google Workspace, and Box streamline routing.
  • File Formats: Support for PDF and DOCX preserves layout and embedded fields.
  • Authentication: Options for email, SMS, KBA, and advanced signer authentication.

Ensure the chosen platform provides audit trails, secure storage, and any compliance addenda required by industry regulations such as HIPAA or 21 CFR Part 11.

Common Timelines and Deadlines in a Purchase Agreement

Purchase agreements frequently contain multiple deadline types. Clear date formats and calendar mechanics prevent missed obligations.

Earnest Money Due:

Typically due within 3–7 business days after contract execution.

Inspection Period:

Commonly 7–10 days to complete inspections and request repairs.

Financing Contingency:

Deadlines for loan approval often set at 21–30 days.

Closing Date:

Target date for final transfer, funds, and recordings.

Recording Deadline:

Record deeds or instruments promptly after closing to protect title.

Key Milestones from Contract to Closing

Track milestones in sequence to coordinate inspections, lender commitments, and final settlement activities.

01

Contract Execution

Agreement is signed by parties and deposit delivered to escrow.

02

Due Diligence

Buyer completes inspections, title review, and data requests.

03

Conditions Satisfied

Financing and other contingencies are resolved or waived.

04

Closing and Recording

Funds exchanged, instruments executed, and recording completed.

Common Mistakes to Avoid When Preparing a Purchase Agreement

  • Using informal names or abbreviations for parties rather than full legal names; this causes identity and title mismatches.
  • Failing to attach or reference exhibits and schedules (inventory lists, asset schedules, title commitments) that materially describe what is transferred.
  • Leaving ambiguous dates or terms (for example 'within a reasonable time') instead of specific days or calendar rules.
  • Neglecting to verify signatory authority for entities, which can render execution voidable or require post-closing ratification.

Penalties and Legal Risks from Errors or Omissions

Breach Damages: Monetary damages or specific performance claims.
Deposit Forfeiture: Buyer may lose earnest money on default.
Title Defects: Liability for undisclosed liens or encumbrances.
Regulatory Fines: Violations of industry rules can trigger penalties.
Invalid Execution: Improper signatures may render contract unenforceable.
Tax Consequences: Misstated allocations can create tax liabilities.

eSignature Vendor Comparison for Signing Purchase Agreements

Comparison of typical starting prices and select features across common eSignature vendors. signNow is listed first per vendor ordering guidance.

signNow DocuSign Adobe Sign PandaDoc HelloSign
Starting Price $8/user/mo $15/user/mo $14/user/mo $19/user/mo $15/user/mo
Free Trial 7-day free trial Varies by offer Varies by offer Varies by offer Varies by offer
Bulk Send Yes Yes Yes Yes No
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No
Envelope Cap No cap 100 envelopes/user/year Varies Varies Varies

Who Typically Signs and Why Authority Matters

Authorized Buyer

An individual or corporate officer with authority to bind the buyer must sign. Verify corporate resolutions or authorizing documents for entity purchasers to avoid post-closing disputes about authority.

Seller Representative

The seller's owner, authorized officer, or an attorney-in-fact signs on behalf of the seller. Confirm title or power of attorney and include printed name and capacity in the signature block.

Illustrative Use Cases for Purchase Agreements

Two typical scenarios show how Purchase Agreements are applied and documented across common transactions.

Residential Property Sale

A buyer and seller agree on price and contingencies, including inspection and financing

  • Inspection contingency 10 days
  • The signed agreement is deposited with escrow, financing is satisfied, and the deed is recorded to complete transfer and title assurance.

Asset Sale Between Businesses

A buyer purchases inventory and equipment with an asset schedule attached

  • Purchase price allocated to assets
  • Parties execute escrow and indemnity clauses; effective date triggers transfer of possession and accounting treatment for tax purposes.

Frequently Asked Questions About Purchase Agreements

Answers to common questions on e-signing, notarization, correcting errors, and recordkeeping for Purchase Agreements.


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