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Unimproved Property Contract

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Unimproved Property Contract

Initialed for Identification by Buyer and Seller

EQUAL HOUSING OPPORTUNITY

PROMULGATED BY THE REAL ESTATE COMMISSION ()

NOTICE: Not For Use For Condominium Transactions

1. PARTIES: (Seller) agrees to sell and convey to (Buyer) and Buyer agrees to buy from Seller the property described below.

2. PROPERTY: Lot , Block , Addition, City of , County, , known as (Address/Zip Code), or as described on attached exhibit, (the Property).

The Property is is not subject to mandatory membership in an owners' association.

The Addendum For Property Subject To Mandatory Membership In An Owners’ Association is is not attached.

3. SALES PRICE:

A. Cash portion of Sales Price payable by Buyer at closing .................... $

B. Sum of all financing described below .................................................. $

C. Sales Price (Sum of A and B) ............................................................. $

4. FINANCING: Within days after the effective date of this contract Buyer shall apply for all third party financing or noteholder's approval of any assumption and make every reasonable effort to obtain financing or assumption approval. If financing or assumption approval is not obtained within days after the effective date hereof, this contract will terminate and the earnest money will be refunded to Buyer.

A. THIRD PARTY FINANCING:

(1) This contract is subject to approval for Buyer of a third party loan in an amount not to exceed % of the Sales Price, evidenced by a third party first lien promissory note of not less than $ , due in full in year(s), with interest not to exceed % per annum for the first year(s) of the loan.

(2) This contract is subject to approval for Buyer of a third party loan in an amount not to exceed % of the Sales Price, evidenced by a third party second lien promissory note of not less than $ , due in full in year(s), with interest not to exceed % per annum for the first year(s) of the loan.

B. SELLER FINANCING: A promissory note from Buyer to Seller of $ , bearing % interest per annum, secured by vendor's and deed of trust liens, in accordance with the terms and conditions set forth in the attached Seller Financing Addendum.

C. ASSUMPTION:

(1) Buyer shall assume the unpaid principal balance of a first lien promissory note payable to which unpaid balance at closing will be $ . The total current monthly payment including principal, interest and any reserve deposits is $ .

(2) Buyer shall assume the unpaid principal balance of a second lien promissory note payable to which unpaid balance at closing will be $ . The total current monthly payment including principal, interest and any reserve deposits is $ .

If the unpaid principal balance(s) of any assumed loan(s) varies, the cash payable at closing Sales Price will be adjusted by the amount of any variance.

If the noteholder requires an assumption fee in excess of $ in C(1) or $ in C(2), or an increase in the interest rate to more than % in C(1) or % in C(2), Buyer may terminate this contract.

D. CREDIT APPROVAL ON ASSUMPTION OR SELLER FINANCING: Within days after the effective date of this contract, Buyer shall deliver to Seller credit report verification of employment, including salary verification of funds on deposit in financial institutions current financial statement to establish Buyer's creditworthiness or assumption approval or seller financing and .

5. EARNEST MONEY: Buyer shall deposit $ as earnest money with at (Address), as escrow agent.

Additional earnest money of $ must be deposited by Buyer with escrow agent on or before .

6. TITLE POLICY AND SURVEY:

A. TITLE POLICY: Seller shall furnish to Buyer at Seller’s expense an owner policy of title insurance issued in the amount of the Sales Price.

B. SURVEY: (Check one box only)

(1) Within days after the effective date of this contract, Buyer shall obtain a survey at Buyer’s expense.

(2) Within days after the effective date of this contract, Seller shall cause a survey to be delivered to Buyer at Seller’s expense.

(3) Within days after the effective date of this contract, Seller will deliver to Buyer the existing survey plat dated which will will not be recertified.

Buyer may object to existing building and zoning ordinances and matters shown on the survey if Buyer determines that any such ordinance or matters prohibit the following use or activity:

7. PROPERTY CONDITION:

A. INSPECTIONS, ACCESS AND UTILITIES: Buyer may have the Property inspected by an inspector selected by Buyer, licensed by or otherwise permitted by law.

B. ACCEPTANCE OF PROPERTY CONDITION: Buyer has paid Seller $ for the unrestricted right to terminate, or Buyer accepts the Property in its present condition.

9. CLOSING: The closing of the sale will be on or before or within 7 days after objections have been cured, whichever date is later.

10. POSSESSION: Seller shall deliver possession of the Property to Buyer at closing and funding.

11. SPECIAL PROVISIONS:

12. SETTLEMENT AND OTHER EXPENSES:

A. The following expenses must be paid at or prior to closing:

(1) Appraisal fees will be paid by .

(2) The total of loan discount fees may not exceed % of the loan of which Seller shall pay and Buyer shall pay the remainder.

The total of any buydown fees may not exceed which will be paid by .

13. PRORATIONS AND ROLLBACK TAXES:

A. PRORATIONS: Taxes for the current year, interest, maintenance fees, assessments, dues and rents will be prorated through the Closing Date.

14. ROLLBACK TAXES: If this sale or Buyer’s use of the Property after closing results in Assessments for periods prior to closing, the Assessments will be the obligation of Buyer. If Seller’s change in use prior to closing results in Assessments, the Assessments will be the obligation of Seller.

15. CASUALTY LOSS: If any part of the Property is damaged or destroyed after the effective date of the contract, Seller shall restore the Property as soon as reasonably possible.

16. DEFAULT: If Buyer or Seller fails to comply with this contract, the other party may pursue the remedies described herein.

17. DISPUTE RESOLUTION: It is the policy of the State of to encourage the peaceable resolution of disputes.

18. ATTORNEY'S FEES: The prevailing party in any legal proceeding is entitled to recover costs and reasonable attorney’s fees.

19. ESCROW: The earnest money is deposited with escrow agent with the understanding that escrow agent is not a party to this contract.

20. REPRESENTATIONS: Seller represents that as of the Closing Date there will be no liens or security interests against the Property not satisfied out of the sales proceeds unless securing assumed loans.

21. FEDERAL TAX REQUIREMENT: If Seller is a foreign person, Buyer shall withhold from sales proceeds as required by law.

22. AGREEMENT OF PARTIES: This contract contains the entire agreement of the parties. Addenda which are a part of this contract are:

23. CONSULT YOUR ATTORNEY: Real estate licensees cannot give legal advice. READ IT CAREFULLY.

Buyer’s Attorney is: Seller’s Attorney is:

24. NOTICES: All notices from one party to the other must be in writing and are effective when mailed, hand-delivered, or transmitted by facsimile machine as follows:

To Buyer at:

Telephone ( )

Facsimile ( )

To Seller at:

Telephone ( )

Facsimile ( )

EXECUTED the day of , (THE EFFECTIVE DATE).

BROKER INFORMATION AND RATIFICATION OF FEE

Listing Broker has agreed to pay Other Broker of the total sales price when Listing Broker’s fee is received.

Other Broker License No.

represents Seller as Listing Broker’s subagent

Buyer only as Buyer’s agent

Listing Broker License No.

Seller and Buyer as an intermediary

Seller only as Seller’s agent

RECEIPT

Receipt of Contract and $ Earnest Money in the form of is acknowledged.

Escrow Agent:

By:

Date:

Telephone ( )

Facsimile ( )

Enter text✕

What an Unimproved Property Contract Is and When It’s Used

An Unimproved Property Contract is a legally binding agreement for the sale or transfer of land that has no buildings, significant structures, or major site improvements. It sets the purchase price, identifies the parcel using legal description or assessor parcel number (APN), allocates responsibilities for title and closing costs, and defines contingencies such as surveys, environmental review, or zoning confirmation. Parties commonly use it when selling raw land, residential lots, or agricultural parcels where improvements will be added later. The contract focuses on land-specific issues like access, utilities availability, easements, and development approvals.

Why Use a Formal Unimproved Property Contract

A focused unimproved property contract clarifies risk allocation for land-specific matters—title defects, access, utility hookups, and development contingencies—reducing post-closing disputes and facilitating lender or investor review.

Why Use a Formal Unimproved Property Contract

Who Typically Prepares or Signs This Contract

Different parties have distinct responsibilities; specify roles and deadlines in the contract to avoid ambiguity.

  • Individual sellers and buyers — homeowners or investors buying vacant lots for future use or resale.
  • Developers and builders — entities acquiring land for subdivision or future construction.
  • Title companies and escrow officers — parties handling due diligence, title clearance, and recording.

Primary Signatories and Their Roles

Seller — Individual

The seller is the current record owner or authorized signatory who must disclose material defects, provide the legal description, and covenant that they can convey marketable title at closing.

Buyer — Entity

The buyer may be an individual or entity; if an entity, ensure the signer is an authorized officer with documented authority to bind the purchaser.

Essential Fields to Include

Property Description: Legal description or APN
Seller Name: Full legal name
Buyer Name: Full legal entity name
Purchase Price: Dollar amount
Closing Date: MM/DD/YYYY format
Contingencies: Survey, title, zoning

Step-by-Step: How to Complete an Unimproved Property Contract

Follow this sequence to prepare a clear, enforceable contract and minimize closing delays.

  • 01
    Gather property data: Collect legal description, APN, and title report.
  • 02
    Set terms: Define price, earnest money, and contingencies.
  • 03
    Assign responsibilities: Specify who orders survey, obtains title, and pays fees.
  • 04
    Sign and deliver: Signatures, notarization, and delivery to escrow or title company.

Configuring an Online Workflow for This Contract

When using an eSignature platform, configure fields and authentication to match the contract’s legal and operational needs.

Field Configuration
Template Create a reusable template for consistent fields and formatting
Conditional Fields Show inspection or survey fields only if contingency chosen
Authentication Choose email, SMS code, or stronger methods for higher assurance
Notifications Set automatic reminders for signatures and contingency deadlines

Where to Send the Completed Contract and Typical Routing

Proper routing ensures title clearance and timely recording; route executed copies to escrow, title, and each party.

  • Escrow / Title: Send final signed copy to escrow for closing and recording preparation.
  • Seller / Buyer: Provide each party with a fully signed copy for records.
  • Lender: If financing, send copy to lender for underwriting and loan docs.
  • County Recorder: Recorded deed or instrument submitted by title/escrow after closing.

Digital Signing and Distribution Considerations

Store executed copies with escrow/title and provide identical copies to all parties; keep a tamper-evident audit trail for future disputes.

  • File formats: Use PDF/A or standard PDF for compatibility with title and recorder systems
  • Integrations: Ensure connectivity with cloud storage, email, escrow and closing platforms
  • Authentication: Enable SMS, access codes, or advanced signer verification when needed

How an Unimproved Property Contract Differs from Related Documents

Compare common document types to choose the correct instrument for a vacant land transaction.

Document Type Unimproved Contract Purchase and Sale Land Contract
Purpose convey land only general p&s for developed property seller financing agreement
Typical contingencies survey, zoning inspection, repairs payment performance
Recording deed at closing deed at closing contract may be recorded
Financing impact often cash or lot loans mortgage common buyer owes installments

eSignature Vendor Comparison for Completing and Executing the Contract

Select a provider that meets your security, compliance, and volume needs; the table compares typical starting prices and core capabilities.

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 trial No No Yes, limited Yes, limited
Bulk Send Yes Yes Yes Yes No
Audit Trail Yes Yes Yes Yes Yes
Envelope Cap No cap 100 envelopes/user/year Varies Varies Varies

Key Contract Clauses and What They Control

A professional unimproved property contract contains clauses tailored to vacant land, addressing risk allocation, title, and post-closing obligations.

Legal Description

Precisely identifies the parcel using recorded description or APN; critical for title searches and to avoid ambiguity at recording.

Purchase Terms

Specifies purchase price, earnest money, payment schedule or financing contingency, and conditions for refund or forfeiture of deposits.

Contingencies

Common contingencies include survey, environmental inspection, zoning/entitlement review, and utility availability; define timelines for each contingency.

Title and Closing

Defines who orders the title search, cure obligations for defects, title insurance requirements, and escrow/closing responsibilities.

Access and Easements

Documents existing access, rights-of-way, and required easements; addresses who will obtain or cure access issues prior to closing.

Post-Closing Obligations

Allocates responsibility for surveys, permits, or remediation discovered after closing and sets deadlines for post-closing cooperation.

Practical Tips to Avoid Delays and Disputes

Adopt these practices to reduce friction during negotiation, title review, and closing.

Use an exact legal description
Copy the recorded legal description from the deed or county records to prevent parcel misidentification and recording rejection.
Spell out deadlines and consequences
Specify days, methods of notice, and remedies for missed deadlines to avoid disputes and ambiguous performance expectations.
Attach key exhibits
Include maps, survey drafts, utility easement sketches, and any recorded restrictions as contract attachments for clarity.
Confirm signing authority
If a party signs for an entity, attach a resolution or certificate of authority to prove signer capacity and avoid later challenges.

Common Mistakes When Preparing the Contract

  • Using informal or incomplete legal descriptions leading to recording rejections and title disputes if the parcel cannot be uniquely identified.
  • Failing to allocate responsibility for surveys or boundary disputes, which can create cost disagreements after closing.
  • Omitting zoning or entitlement contingencies when intended use depends on approvals, resulting in frustrated expectations or rescission.
  • Neglecting to confirm signer authority for entities, which may invalidate conveyances or require corrective litigation.

Risks and Consequences of an Incorrect or Incomplete Contract

Recording Rejection: Deed not accepted
Title Defect: Marketability loss
Contract Rescission: Potential unwinding
Financial Loss: Deposit forfeiture
Delay Costs: Extended escrow expenses
Litigation Risk: Attorney fees and damages

Typical Timelines and Deadlines to Track

Specify clear dates for key milestones to avoid missed contingencies and to manage escrow and recording schedules.

Earnest Money Deposit Deadline:

Within 3–10 days after contract execution

Due Diligence / Inspection Period:

Commonly 15–30 days for surveys and reviews

Contingency Removal:

Buyer's written removal by a specific date

Target Closing Date:

Mutually agreed date for escrow closing

Recording Deadline:

Title/escrow records deed after funding

Real-World Examples of Vacant Land Transactions

Two practical examples illustrate typical uses and operational outcomes when the contract is prepared correctly.

Martin Properties — Lot Acquisition

Martin Properties purchased multiple residential lots using a standard unimproved land contract to define access and utilities

  • Included a utility hookup contingency to protect investment
  • After closing, timely municipal hookups allowed phased development and resale without title issues, demonstrating the benefit of clear contingency language and escrow coordination.

Optica Ventures — Raw Acre Purchase

Optica Ventures acquired acreage for future commercial development with an environmental review contingency

  • The contingency required a Phase I report and remediation plan if issues found
  • Early environmental testing led to negotiated price adjustments and documented remediation obligations, avoiding later litigation and preserving resale value.

Frequently Asked Questions About Unimproved Property Contracts

Answers to common questions about eSigning, notarization, recording, and correcting errors in land contracts.


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