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Zoning Disclosure Agreement

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ZONING DISCLOSURE AGREEMENT

This Zoning Disclosure Agreement (the Agreement) is made as of between Discloser Name: with principal address (the Discloser), and Recipient Name: with principal address (the Recipient). Discloser and Recipient are sometimes referred to herein individually as a Party and collectively as the Parties.

RECITALS

WHEREAS, Discloser is the fee owner or contract purchaser of the real property commonly known as (the Property), and having municipal parcel or assessor's identification number ; and

WHEREAS, Recipient is considering an acquisition, lease, development or financing related to the Property and has requested information from Discloser regarding current zoning, permitted uses, restrictions, pending applications, variances and any known zoning-related violations affecting the Property; and

WHEREAS, Discloser possesses certain records and knowledge concerning the zoning status and municipal approvals or restrictions applicable to the Property and is willing to disclose such information subject to the terms and limitations set forth in this Agreement.

NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

1. ZONING INFORMATION AND ATTACHMENTS

1.1 Discloser shall deliver to Recipient, contemporaneously with this Agreement, copies of Discloser's records reasonably related to zoning of the Property, including without limitation available zoning maps, municipal zoning district designations, site plans filed with municipal authorities, notices of violation, variance or special permit documents, and any pending applications. Describe attachments and exhibits delivered with this Agreement:

1.2 The zoning district presently applicable to the Property is: . Current primary permitted use category (check all that apply):

Residential Commercial Industrial Mixed Use Other:

2. REPRESENTATIONS AND WARRANTIES OF DISCLOSER

2.1 To the best of Discloser's actual knowledge after diligent inquiry, Discloser represents and warrants that (i) the information and documents provided hereunder are true and correct as of the date delivered, and (ii) there are no other municipal zoning proceedings, orders, judgments or recorded instruments specifically imposing zoning-related restrictions or obligations on the Property known to Discloser, except as expressly disclosed in the attachments or in the field below.

2.2 Discloser makes no representation or warranty, express or implied, regarding future zoning changes, the interpretation of zoning codes by municipal authorities, compliance with building codes, or the availability of future permits, except as expressly set forth in this Agreement.

3. RECIPIENT'S REVIEW AND RELIANCE

3.1 Recipient acknowledges that it has been afforded the opportunity to conduct its own independent investigation, due diligence and inspections of the Property and municipal records, and that Recipient will not rely solely on Discloser's documents or statements. Recipient further acknowledges that municipal zoning determinations are made by municipal agencies and courts and may change over time.

3.2 Recipient will rely on the zoning information provided by Discloser only for the specific transaction identified herein and will not assert any claim against Discloser based on matters that could have been discovered through Recipient's reasonable due diligence, except for claims arising from Discloser's intentional misrepresentation or fraud.

4. PENDING APPLICATIONS, VARIANCES AND VIOLATIONS

4.1 Known pending zoning applications, variances, special permits or appeals affecting the Property:

4.2 Known notices of violation, stop-work orders or unresolved zoning enforcement matters:

5. LIMITATION OF LIABILITY; NO GUARANTEE OF APPROVAL

5.1 EXCEPT FOR THE REPRESENTATIONS EXPRESSLY STATED IN SECTION 2, THE INFORMATION PROVIDED BY DISCLOSER IS PROVIDED "AS IS" WITHOUT WARRANTY OR GUARANTEE, WHETHER EXPRESS OR IMPLIED. DISCLOSER SHALL NOT BE LIABLE FOR INDIRECT, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, LOSS OF PROFITS OR VALUE, OR ATTORNEYS' FEES ARISING OUT OF OR RELATING TO THE ZONING INFORMATION PROVIDED, UNLESS SUCH LIABILITY ARISES FROM DISCLOSER'S FRAUD OR INTENTIONAL MISREPRESENTATION.

5.2 NOTHING IN THIS AGREEMENT OBLIGATES ANY MUNICIPAL OR OTHER GOVERNMENTAL AUTHORITY TO GRANT ANY PERMIT, VARIANCE OR APPROVAL, AND NO REPRESENTATION IS MADE THAT ANY APPLICATION WILL BE APPROVED.

6. INDEMNIFICATION

6.1 Recipient shall indemnify, defend and hold harmless Discloser and its officers, directors, employees and agents from and against any and all claims, liabilities, losses, damages and expenses (including reasonable attorneys' fees) arising from Recipient's reliance on the zoning information to the extent such claims result from Recipient's negligent or willful failure to perform due diligence, except to the extent caused by Discloser's intentional misrepresentation.

7. NOTICES

All notices and other communications required or permitted under this Agreement shall be in writing and shall be delivered to the Parties at the addresses set forth below (or to such other address as either Party may designate by written notice):

8. AMENDMENT; WAIVER; COUNTERPARTS

8.1 This Agreement may be amended only by a writing signed by both Parties. No waiver of any provision of this Agreement shall be effective unless in writing and signed by the Party against whom enforcement is sought.

8.2 This Agreement may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. Signatures transmitted by electronic means shall be considered original signatures for purposes of this Agreement.

9. GOVERNING LAW; VENUE

9.1 This Agreement shall be governed by and construed in accordance with the laws of the State of , without regard to that State's conflict of laws principles. The Parties consent to the exclusive jurisdiction and venue of the state and federal courts located in the county in which the Property is located for any dispute arising under or in connection with this Agreement.

10. ENTIRE AGREEMENT; SEVERABILITY

10.1 This Agreement (including any attachments and exhibits expressly incorporated herein) contains the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings and negotiations, whether oral or written, relating to such subject matter.

10.2 If any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.

11. SURVIVAL

11.1 The representations, warranties and indemnities set forth in this Agreement shall survive the delivery of the zoning information and, where applicable, any closing, for a period of years, except that claims based on fraud shall survive to the fullest extent permitted by law.

12. MISCELLANEOUS

12.1 Headings in this Agreement are for convenience only and shall not affect the interpretation of this Agreement. Each Party warrants that it has the authority to enter into and perform this Agreement and that the individual signing on behalf of any entity is duly authorized to do so.

12.2 The Parties agree to cooperate in good faith to provide any additional documentation reasonably necessary to effectuate the intent of this Agreement.

Discloser Printed Name:

By:

Date:

Recipient Printed Name:

By:

Date:

Enter text✕

What a Zoning Disclosure Agreement Is and Why It Matters

Zoning Disclosure Agreement is a written statement provided by a property owner, seller, or developer that summarizes municipal zoning designations, land-use restrictions, pending zoning applications, variances, and other regulatory conditions affecting a parcel. The form discloses whether current or proposed uses conform to local zoning ordinances, identifies overlays or special districts, and notes outstanding notices or enforcement actions. It helps buyers, tenants, lenders, and local authorities assess development constraints and compliance risks before closing or issuance of permits, and is often required by local jurisdictions or contract terms.

Why a Clear Zoning Disclosure Protects Transactions and Stakeholders

A Zoning Disclosure Agreement reduces surprise compliance costs, documents seller representations, and helps lenders and buyers evaluate permitting risk. Clear disclosures improve underwriting, title review, and negotiation leverage while creating a factual record for dispute resolution or remediation after closing.

Why a Clear Zoning Disclosure Protects Transactions and Stakeholders

Who Prepares and Relies on Zoning Disclosures

Typical parties who prepare, review, or rely on zoning disclosure agreements include listing brokers, buyers, developers, lenders, title companies, and municipal planning staff during real estate transactions.

  • Real estate brokers: include disclosures in listings and provide documents during offers and escrow to inform buyers.
  • Lenders and underwriters: review use restrictions and potential remediation costs to set loan conditions and covenants.
  • Municipal planning staff: confirm pending applications, required permits, or outstanding enforcement matters before approvals.

Each party uses the disclosure for different purposes: due diligence, underwriting, permit planning, title exceptions, or municipal review prior to approvals or closings.

Primary Signers and Parties

Seller / Property Owner

The owner or authorized representative completes factual sections about zoning status, pending applications, and known violations, and signs to affirm accuracy under contract terms and applicable law; inaccurate statements can create contractual remedies.

Buyer / Lender

Buyers, lessees, and lenders review the disclosure as part of due diligence; their signatures may acknowledge receipt rather than attest to factual accuracy and are used to document reliance and trigger inspection or remedy periods.

Step-by-Step: Filling Out a Zoning Disclosure Agreement

Follow these sequential steps to complete the disclosure accurately and to document evidence used to support each statement.

  • 01
    Gather documents: Collect title report, municipal zoning map, permits, and notices for reference.
  • 02
    Complete identifying data: Enter parcel ID, legal description, and address exactly.
  • 03
    State zoning facts: Record current zoning code, overlays, and any pending applications.
  • 04
    Sign and date: Execute with authorized signer and include witness or notary if required.

Typical Routing and Approval Flow for a Zoning Disclosure

A disclosure usually follows a consistent path from preparer to reviewers, with approvals or exception notes captured in writing.

  • Preparation: Owner or agent completes the form and attaches zoning and title excerpts.
  • Internal review: Broker, counsel, or title reviews and flags inconsistencies for correction.
  • External review: Lender, buyer, or municipality examines disclosure and requests clarifications.
  • Finalization: Parties sign; document stored with closing or permitting records.

Digital Workflow Settings for Online Completion

Configure a repeatable eWorkflow so disclosures are routed, authenticated, and retained consistently across transactions.

Field Configuration
Document upload PDF/A or DOCX accepted; attach title excerpt.
Signer order Set owner then buyer then lender sequential signing.
Authentication Email link plus SMS code or KBA for higher assurance.
Storage Retain signed PDF and audit trail per retention policy.

Technical Considerations for eSigning and eFiling

Confirm the platform supports the required authentication, file formats, and integration points before initiating e-signature workflows.

  • Supported integrations: Salesforce, NetSuite, Google Workspace supported
  • File formats: PDF and DOCX accepted
  • Signer auth: Email, SMS, or KBA options

Essential Elements a Professional Zoning Disclosure Should Contain

A thorough disclosure combines factual zoning details, attachments, representation language, and signatures to create a defensible record of what was known and when.

Parcel identification

Include assessor parcel number, street address, and recorded legal description so the property is unambiguously identified for title, permitting, and enforcement purposes; support with a copy of the tax roll or plat when available.

Zoning status

State the current zoning district, applicable overlays, and any conditional use classifications, referencing municipal code sections or map names to enable quick cross-checking by reviewers and counsel.

Pending actions

List active or recently filed zoning applications, variance petitions, appeals, stop-work orders, or pending enforcement that could affect use, permitting, financing, or transferability of title.

Use limitations

Identify deed restrictions, covenants, easements, or special district rules that limit building footprint, height, parking, or permitted operations; attach relevant recorded instruments where practical.

Seller statements

Include clear, signed representations about the accuracy of the disclosed information, with a statement of no knowledge where appropriate and a description of the source materials used to prepare the disclosure.

Attachments

Attach zoning maps, excerpted municipal code, site plans, title exceptions, and permit records. Supporting documents provide objective backing for the disclosure and reduce contested claims.

Common Pitfalls to Avoid When Preparing the Disclosure

  • Relying on memory rather than current municipal records; zoning boundaries and codes change and online maps may be outdated.
  • Using imprecise language about permitted uses or square footage, which can create disagreements during permitting or financing reviews.
  • Failing to attach key supporting documents like the title exception page or permit notices, leaving assertions unverifiable.
  • Neglecting required signatures, witness attestations, or notary acknowledgements where local rules mandate them, risking recording or enforcement problems.

Consequences of Inaccurate or Omitted Zoning Disclosures

Breach claims: Contract remedy exposure
Financing delay: Loan conditions or denial
Title exceptions: Undisclosed defects affect insurance
Permit refusal: Local agencies may deny permits
Remediation costs: Unexpected compliance expenses
Reputational harm: Professional liability exposure

Popular eSignature Pricing and Feature Comparison (signNow first)

Below is a concise vendor comparison for core pricing and feature tradeoffs when supporting documents like a Zoning Disclosure Agreement.

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 trial Varies by vendor Varies by vendor Varies by vendor Varies by vendor
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 limit Varies Varies Varies

Key Milestones from Disclosure to Closing

Track disclosure-related milestones to coordinate permit reviews, lender conditions, and closing tasks in a predictable sequence.

01

Contract Execution

Buyer receives disclosure and starts property due diligence and permit reviews.

02

Due Diligence Period

Buyer and consultants verify zoning facts, request clarifications, or seek contingencies.

03

Permit Application

If required, apply for variances or permits before closing to reduce post-closing obligations.

04

Closing and Recording

Final signed disclosure is stored with closing package; file recordings or permit applications as applicable.

Frequently Asked Questions About Zoning Disclosure Agreements

Answers to common legal and practical questions about signing, notarization, correction, and digital workflows for zoning disclosures.


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