Parties and Definitions
Name the buyer and seller exactly (individual or legal entity), define key terms such as 'Closing Date' and 'Purchase Price', and specify the seller's legal description of the property or a precise asset list.
Establishing secure connection…Loading editor…Preparing document…
Purchase and Sale Agreement
This template is fully customizable. Edit the text, fill out the fields, and send it for signature. Give it a try!
Enter text✕
What a Purchase and Sale Agreement Is and when it applies
Why a clear Purchase and Sale Agreement matters
A well-drafted PSA allocates risk, fixes the purchase price and schedule, documents contingencies, and creates enforceable obligations for closing and remedies.
Who prepares and signs a Purchase and Sale Agreement
Multiple parties use PSAs: buyers, sellers, brokers, lenders, title companies, and attorneys all rely on the agreement to record transaction terms.
- Buyers and buyer agents who need to document price, contingencies, and closing timing for purchase commitments.
- Sellers and listing agents who must disclose conditions, confirm included items, and set acceptance terms.
- Lenders, title companies, and closing agents who depend on the PSA to underwrite loans and prepare closing documents.
Parties typically coordinate through agents and counsel to confirm terms, secure financing, satisfy contingencies, and schedule closing logistics.
Common signer roles and responsibilities
Buyer — Individual or Entity
The buyer signs to accept purchase price, contingencies, and closing terms; must provide accurate legal name, contact, and funding timeline. If signing for an entity, include authorized signatory name and title and attach proof of authority such as corporate resolution or LLC operating agreement.
Seller — Owner or Agent
The seller affirms ownership, discloses required property or asset conditions, and agrees to deliver clear title at closing. If an agent signs on behalf of the seller, produce written authorization and include the seller's full legal name and current address.
Core sections to include in a professional Purchase and Sale Agreement
Purchase Price and Payment
State the total price, deposit amount and holding instructions, timing and source of funds at closing, and any escrow or wire transfer instructions to avoid payment errors.
Contingencies and Inspections
List inspection, financing, title, and appraisal contingencies, include deadlines for cure or termination, and specify who pays for inspections or required repairs.
Representations and Warranties
Set seller and buyer representations (title, authority, no undisclosed liabilities) and remedies or indemnities for breaches discovered pre- or post-closing.
Closing Mechanics
Describe closing date, location or electronic closing option, required deliverables (deed, bill of sale, payoff letters), prorations, and allocation of closing costs and taxes.
Default and Remedies
Define events of default, available remedies (specific performance, liquidated damages, deposit forfeiture), and any obligation to mitigate damages or follow dispute resolution procedures.
Step-by-step: completing and executing a Purchase and Sale Agreement
-
01Draft Terms: Assemble price, contingencies, and required exhibits for review.
-
02Negotiate and Revise: Exchange edits, confirm inclusions, and settle deposits or escrow instructions.
-
03Satisfy Conditions: Complete inspections, obtain financing, and clear title objections.
-
04Execute and Close: Sign final documents and transfer funds and title on the closing date.
Typical routing and document flow for a Purchase and Sale Agreement
-
Upload Draft: Seller or broker uploads the draft PSA to the transaction system.
-
Place Fields: Add signature, initials, dates, and conditional fields for contingencies.
-
Invite Signers: Send secure signing links or assign signers in the correct order.
-
Finalize Audit: Capture timestamps, IPs, signatures, and store the executed agreement.
Configuring an online PSA signing workflow
| Field | Configuration |
|---|---|
| Signature Order | Choose sequential or parallel signing as required by lender or parties. |
| Authentication | Use email link, SMS code, or stronger methods for high-value deals. |
| Conditional Fields | Show or hide provisions based on selected contingencies or options. |
| Final PDF | Generate ISO-compatible executed copy with audit trail attached. |
Technical considerations for eSigning and eDelivery
Ensure your signing platform supports required authentication, file types, and audit logging before e-executing a PSA.
- File Formats: Support for PDF and DOCX required.
- Integrations: Connectors for title, CRM, and cloud storage useful.
- Compliance Features: Audit trail, tamper-evident seals, and optional notary support.
Common dates and deadlines to include in a Purchase and Sale Agreement
Offer Expiration:
Deadline for seller to accept buyer's offer.
Inspection Period:
Date by which buyer must complete inspections and request repairs.
Loan Approval:
Final date to obtain lender written approval.
Closing Date:
Date when title transfers and funds are disbursed.
Possession Date:
Date buyer takes physical possession, if different from closing.
Key transaction milestones from offer to closing
01
Offer Accepted
Buyer deposit delivered and basic terms recorded with effective date.
02
Due Diligence
Inspections and title review completed; objections must be made by deadline.
03
Financing Contingency
Borrower secures loan commitment or notifies seller of inability to fund.
04
Final Closing
Documents exchanged, funds wired, and deed recorded.
Common mistakes to avoid when preparing a Purchase and Sale Agreement
- Using informal descriptions instead of the legal property description leads to title defects and recording delays.
- Failing to include precise financing deadlines creates uncertainty and increases dispute risk if funding falls through.
- Omitting allocation of closing costs can trigger last-minute disputes over prorations and fee responsibility.
- Allowing ambiguous contingency language (vague cure periods) invites litigation over whether conditions were satisfied.
Risks and possible consequences of errors in the Purchase and Sale Agreement
Deposit Forfeiture:
Buyer may lose deposit for unjustified termination.
Specific Performance:
Court may order sale completion despite a party's objections.
Title Defects:
Recording errors can delay closings and increase costs.
Financing Failure:
Buyer may be unable to close absent clear financing contingency.
Misallocated Taxes:
Incorrect tax proration can create post-closing liability.
Regulatory Noncompliance:
Improper disclosures may trigger state penalties.
Download, export, and supporting documents to include with the PSA
Executed Agreement Copy
Export the fully executed PSA as a PDF/A file with an attached audit trail and signature certificate for long-term preservation and evidentiary use.
Title Report and Deed
Include a current title commitment and the prior deed; ensure the legal description in the PSA exactly matches the deed.
Inspection and Repair Records
Attach inspection reports, repair invoices, and seller acknowledgements of completed work to avoid later disputes over condition.
Financing and Payoff Documents
Supply lender commitment letters, payoff statements, and escrow instructions required to close and disburse funds without delay.
eSignature vendor pricing and feature comparison for Purchase and Sale Agreements
| 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 | Yes, 7-day free trial | Varies by vendor | Varies by vendor | Varies by vendor | Varies by vendor |
| Bulk Send | Yes (Business Premium) | Yes | Yes | Yes | No |
| Audit Trail | Yes | Yes | Yes | Yes | Yes |
| HIPAA Compliant | Yes | Yes | Yes | No | No |
Real-world Purchase and Sale Agreement scenarios
Optica Ventures LLC
A venture asset sale required precise allocation of IP and equipment
- The PSA included exhibits listing serial numbers
- Clear exhibits and seller representations reduced post-closing disputes and smoothed transfer of assets across jurisdictions.
Martin Properties
A residential closing used an online PSA with audit trail
- Buyer and seller signed remotely and provided lender documents
- The electronic workflow preserved timestamps and reduced closing delays while complying with ESIGN and state recording requirements.
Frequently asked questions about Purchase and Sale Agreements
-
Can I sign a PSA electronically?
Yes. Electronic signatures are legally valid under the federal ESIGN Act (15 U.S.C. ch. 96) and UETA in states that adopted it. Certain narrow exceptions (wills, some court orders) are excluded; confirm with counsel for special-case documents.
-
Do buyers need to use a notary?
Notarization depends on state and transaction type. Many PSAs do not require notarization, but deeds and some conveyances do. Check the applicable state recording office or title company requirements before closing.
-
How long should I keep executed PSAs?
Retain executed agreements at least three years after filing for tax purposes (IRC §6501(a)) and longer for real estate or dispute risk; HIPAA records require six years (45 CFR §164.530(j)).
-
Who is authorized to sign for an entity?
An authorized officer or agent may sign for an entity. Attach proof of authority—corporate resolution, LLC certificate, or power of attorney—especially where title transfer is involved.
-
What if financing falls through?
Refer to the financing contingency clause for rights to terminate or extend; include clear deadlines and cure periods to avoid disputes over deposit forfeiture or specific performance.
-
Is a cloud-exported PDF admissible evidence?
Yes. A PDF/A export containing a tamper-evident seal and audit trail metadata typically satisfies evidentiary rules under ESIGN/UETA. For regulated records, confirm whether cryptographic signatures or 21 CFR Part 11 controls are required.
be ready to get more
Join over 28 million airSlate SignNow users