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Purchase and Sale Agreement

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AGREEMENT FOR RIGHTS UNDER THIRD-PARTY DEED OF TRUST

THIS AGREEMENT is made as of the day of , , among ( " ") and , , and , (individually a "Debtor" and collectively the "Debtors").

W I T N E S S E T H:

WHEREAS, Debtors have given to , , (the "Bank"), their respective promissory notes each dated , and each made in the original principal amount of $ (individually a "Note" and collectively the "Notes");

WHEREAS, has given to the Bank a Land Deed of Trust effective as of (the "Deed of Trust"), by which certain land and improvements of (the "Land") are given to secure the Notes; and

WHEREAS, and the Debtors desire to specify certain of their respective obligations and rights pursuant to 's giving of the Deed of Trust.

NOW, THEREFORE, in consideration of the premises and mutual covenants hereinafter set forth, and other good and valuable consideration each to the other given, the parties hereto, intending legally to be bound, do hereby mutually agree as follows:

1. A. If any part of the Land is sold or conveyed pursuant to the Deed of Trust because of a default of a Note, shall have the right of subrogation against the Debtor of the defaulted Note and shall succeed to all of the rights of the Bank against that defaulting Debtor. shall have the right to receive immediate reimbursement from the defaulting Debtor of the total amount under the Note (including but not limited to interest, attorneys fees, and other costs) satisfied by the sale or conveyance. The defaulting Debtor shall have the obligation to make immediate reimbursement of that total amount to .

B. If makes any payment (including but not limited to interest, attorneys' fees, and other costs) to the Bank because of a default of a Note, shall have the right of subrogation against the Debtor of the defaulted Note and shall succeed to all of the rights of the Bank against that defaulting Debtor. shall have the right to receive immediate reimbursement from the defaulting Debtor of the amount of the payment. The defaulting Debtor shall have the obligation to make immediate reimbursement of the amount of the payment to .

C. shall also be entitled to receive from the defaulting Debtor (i) interest on the reimbursement under Paragraph 1A and 1B, at the rate specified in the defaulted Note and for the period from the date of sale or conveyance or of payment, whichever is applicable, through date of reimbursement, and (ii) all attorney fees and other costs incurred in obtaining reimbursement from the defaulting Debtor.

D. Upon a sale or conveyance under the Deed of Trust under Paragraph 1A or a payment to the Bank under Paragraph 1B, shall have all of the rights, and the defaulting Debtor shall have all of the obligations, specified in this Paragraph 1 whether the sale or conveyance or payment was made in partial or full satisfaction of the defaulted Note or whether the sale or conveyance or payment was for amounts other than payments on the defaulted Note.

2. To the extent not specified in this Agreement, and the Debtors shall have all of the obligations and rights provided under law.

3. This Agreement shall be binding upon the parties hereto and their respective heirs, legal representatives, successors, and assigns.

4. This Agreement contains all of the terms and conditions agreed upon by the parties hereto, and no other agreement, oral or otherwise, shall be deemed to exist or to bind the parties hereto unless in writing and executed by the parties hereto.

5. If any provision of this Agreement is determined to be void, voidable, or otherwise unenforceable, that provision shall be inapplicable and deemed omitted to the extent so void, voidable, or otherwise unenforceable, but the remainder of the provisions of this Agreement shall not be invalidated thereby and shall be given full force and effect so far as possible.

6. This Agreement may be executed in any number of counterparts, each and all of which shall be deemed for all purposes to be one agreement.

7. law shall govern the application, construction, and interpretation of this Agreement.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.

Party Signature

Signature

Debtor Signature

Signature

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What a Purchase and Sale Agreement Is and when it applies

A Purchase and Sale Agreement is a legally binding contract that records the terms under which a seller agrees to transfer real property to a buyer and the buyer agrees to pay the stated purchase price. The agreement typically sets purchase price, deposit or earnest money, financing and inspection contingencies, closing date, prorations, title and closing procedures, and any required disclosures. It allocates risk between purchaser and seller during due diligence and establishes the conditions precedent to closing, including lender approvals, surveys, and clear title.

Why a clear Purchase and Sale Agreement matters

A clear Purchase and Sale Agreement reduces ambiguity about price, timing, and responsibilities, limits disputes, and preserves remedies for breach. It creates enforceable deadlines for inspection, financing, and closing and documents title and escrow procedures that lenders, title companies, and recording offices require.

Why a clear Purchase and Sale Agreement matters

Who typically prepares and signs this agreement

Real estate brokers, attorneys, title companies, and contracting parties commonly prepare or review Purchase and Sale Agreements before execution.

  • Buyers and sellers completing a transfer of residential or commercial real estate, ensuring their obligations and contingencies are defined.
  • Real estate brokers and agents submitting offers and counteroffers, coordinating contingency deadlines and earnest money deposits.
  • Title companies and lenders reviewing terms to confirm closing requirements, payoff instructions, and escrow handling.

Parties often engage counsel for material deviations, complex title issues, or when state law imposes special statutory disclosures or witness requirements.

Essential sections every Purchase and Sale Agreement should include

A professional agreement organizes obligations into distinct sections so parties and third parties (title companies, lenders) can quickly verify closing readiness and compliance.

Parties

Full legal names and business entity types for buyer and seller, including organized entity jurisdiction and authorized signatory details for corporate parties.

Property

Complete legal description, physical address, parcel or tax ID, and reference to included fixtures and excluded personal property to avoid later disputes.

Price & Payment

Purchase price, deposit amount, escrow instructions, allocation of closing costs, and any seller credits or seller-paid concessions.

Contingencies

Inspection, financing, appraisal, title review, and other conditions precedent with clear cure periods and notice procedures for unsatisfied contingencies.

Closing Mechanics

Closing date, location, required deliverables (deed, affidavits, seller’s closing statement), recording responsibilities, and prorations for taxes and utilities.

Representations

Seller and buyer representations about authority, condition, no other agreements, and title status; include indemnities and survival periods as needed.

Required information commonly captured on the agreement

Buyer Name: Full legal name
Seller Name: Full legal name
Property Address: Street, city, state, ZIP
Purchase Price: Exact dollar amount
Earnest Money: Deposit amount and holder
Closing Date: MM/DD/YYYY format

Step-by-step: completing and executing the agreement

Follow this sequence to complete the agreement, reduce rework, and preserve contractual deadlines.

  • 01
    Gather documents: Collect deed, title report, lender requirements, and ID
  • 02
    Draft terms: Enter price, dates, contingencies, and closing instructions
  • 03
    Review and negotiate: Confirm contingencies, repairs, and prorations with counsel
  • 04
    Execute and deliver: Sign, notarize if required, and provide copies to escrow

Configuring an online workflow for a Purchase and Sale Agreement

Set up a digital workflow to automate field population, signer order, and document routing for review, signing, and archival.

Template creation Save a reusable template with locked fields to ensure consistency
Role mapping Assign signer roles (Buyer, Seller, Agent, Lender) and order
Conditional fields Show or hide contingencies based on selected transaction type
Authentication level Choose email, SMS code, or higher for signer verification
Audit trail settings Enable timestamps, IP logging, and completion certificates

Typical routing and filing destinations after signing

After execution, copies should be routed to escrow, title, lender, and recorded with the county recorder as applicable.

  • Escrow agent: Send executed agreement and deposit instructions to escrow
  • Title company: Provide agreement for title clearance and closing statement
  • Lender: Deliver signed documents required for loan underwriting
  • County recorder: Record deed and other instruments per county rules

Digital signing and sharing considerations for this agreement

Choose a platform that supports secure eSignature, audit trails, document formats, and necessary integrations for title and escrow workflows.

  • File formats: PDF and DOCX supported
  • Integrations: Salesforce, NetSuite, Google Workspace
  • Authentication: Email, SMS, and advanced options

Ensure the provider supports ESIGN/UETA compliance, optional HIPAA BAA if health data present, RON where required, and export of a tamper-evident audit trail for recording and lender review.

Key transaction milestones from offer to recording

Sequence important transaction milestones so deadlines are visible and enforceable for both parties and third parties handling closing tasks.

01

Offer acceptance

Contract becomes effective when accepted by seller

02

Inspection period

Buyer completes inspections and requests repairs or credits

03

Financing contingency

Buyer secures loan approval or waives the contingency

04

Closing and recording

Execute closing documents and record deed with county

Common deadline types and typical timeframes

Benchmarks below reflect common contract provisions; specific days should be negotiated and clearly stated in the agreement.

Offer acceptance deadline:

As stated in the offer; often 24–72 hours

Inspection period end:

Commonly 7–14 days from effective date

Financing contingency removal:

Typically 30–45 days for loan approval

Closing date:

Specified MM/DD/YYYY; mutually agreed

Recording and deed filing:

Recorded within days after signing per county rules

Frequent errors to avoid when preparing the agreement

  • Using incomplete or informal property descriptions that do not match title records, causing recording or title issues.
  • Failing to specify who pays which closing costs, resulting in disputes at closing over prorations and fees.
  • Not defining contingency deadlines precisely, creating uncertainty about cure periods and termination rights.
  • Mismatched party names between contract, lender documents, and title work causing delays in underwriting or recording.

Consequences of incorrect or incomplete agreements

Breach of contract: Damages or specific performance
Title defects: Delay or loss at closing
Escrow issues: Deposit forfeiture risk
Deadline failure: Termination or penalty exposure
Financing failure: Buyer may lose deposit
Fraudulent signatures: Rescission and criminal risk

How to download, save, and bundle supporting documents

Export signed agreements in stable formats and include required exhibits so title and lender reviewers receive a complete closing package.

PDF Archive

Save a flattened, tamper-evident PDF/A copy of the executed agreement and attached exhibits for long-term retention and record fidelity.

Editable Copy

Keep a DOCX or source file for future amendments, ensuring any redlines track changes and are reconciled before re-execution.

Supporting Exhibits

Bundle title report, survey, inspection reports, lender commitment, and wire instructions with the final signed agreement for closing completeness.

Audit Trail

Include the platform’s audit certificate showing signer identity, timestamps, IP addresses, and document history for lender and title review.

eSignature vendor pricing and capability snapshot

Compare basic pricing and core capabilities commonly needed for Purchase and Sale Agreements; signNow is listed first for parity with other vendors.

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 Varies Varies Varies
Bulk Send Yes Yes Yes Yes Varies
Audit Trail Yes Yes Yes Yes Yes
HIPAA Compliant Yes Yes Yes No No
Envelope Cap No cap 100 envelopes/user/yr Varies Varies Varies

Frequently asked questions about Purchase and Sale Agreements

Answers to common execution, notarization, recording, and eSignature questions to reduce friction and compliance risk.


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