Commercial Real Estate Purchase Agreement Form Template for United States

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Key Requirements PROMPT example:

Commercial Real Estate Purchase Agreement Form

"I need a Commercial Real Estate Purchase Agreement Form for the purchase of a multi-tenant office building in Chicago, with specific provisions for assuming existing leases and environmental remediation requirements, closing planned for March 2025."

Document background
The Commercial Real Estate Purchase Agreement Form serves as the primary contract document for commercial property transactions in the United States. It is used when a party wishes to purchase commercial real estate from a seller, whether it's an office building, retail space, industrial facility, or other commercial property. The agreement includes essential elements such as property description, purchase price, due diligence period, representations and warranties, and closing requirements. It must comply with both federal regulations and state-specific real estate laws, making it a comprehensive document that protects both parties' interests throughout the transaction.
Suggested Sections

1. Parties: Identification of buyer and seller with full legal names and addresses

2. Background: Context of the transaction and property description

3. Definitions: Key terms used throughout the agreement

4. Property Description: Detailed legal description of the property being sold, including all improvements and fixtures

5. Purchase Price: Purchase price, payment terms, deposits, and adjustments

6. Due Diligence: Investigation period, requirements, and procedures for property inspection

7. Representations and Warranties: Statements of fact and promises by both parties regarding the property and transaction

8. Conditions Precedent: Conditions that must be satisfied before closing

9. Closing: Timing, location, and requirements for completion of the transaction

10. Default and Remedies: Consequences of breach and available remedies for both parties

11. Miscellaneous: Standard legal provisions including governing law, notices, and interpretation

Optional Sections

1. Tenant Rights: Provisions dealing with existing tenants, assignment of leases, and security deposits

2. Environmental Provisions: Specific environmental requirements, warranties, and indemnifications

3. Development Rights: Transfer of development rights, entitlements, and permits

4. Financing Contingency: Conditions related to buyer's ability to obtain financing

5. Property Management: Transition of property management responsibilities and contracts

Suggested Schedules

1. Schedule A - Property Survey: Current survey showing property boundaries, improvements, and easements

2. Schedule B - Title Report: Current title report showing encumbrances and ownership history

3. Schedule C - Environmental Reports: Phase I/II environmental assessments and related documentation

4. Schedule D - Rent Roll: Current tenant list, lease terms, and security deposits

5. Schedule E - Property Documents: Inventory of delivered property documents, permits, and materials

6. Schedule F - Service Contracts: List of existing service contracts and maintenance agreements

7. Schedule G - Property Disclosures: Required statutory and material property disclosures

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
Clauses
Industries

Americans with Disabilities Act (ADA): Federal law requiring commercial properties to be accessible to persons with disabilities, which must be considered in property condition and compliance representations

Fair Housing Act: Federal legislation prohibiting discrimination in real estate transactions based on race, color, religion, sex, national origin, disability, or familial status

Environmental Protection Laws: Federal laws including CERCLA and Clean Air Act that govern environmental compliance and liability for commercial properties

FIRPTA: Foreign Investment in Real Property Tax Act requiring tax withholding on property sales by foreign persons

Interstate Land Sales Full Disclosure Act: Federal law requiring full disclosure of information to buyers in certain real estate transactions

State Property Laws: State-specific regulations governing real property transactions, transfer requirements, and property rights

State Real Estate Licensing Laws: Regulations governing real estate professionals' licensing requirements and permitted activities in the transaction

State Environmental Regulations: State-specific environmental requirements and disclosure obligations for commercial properties

State Recording Requirements: State-specific rules for recording real estate documents and maintaining public records

State-Specific Disclosure Requirements: Mandatory property condition and material fact disclosures required by state law

Statute of Frauds: Legal requirement that real estate contracts must be in writing to be enforceable

Local Zoning Laws: Municipal regulations governing property use, development, and restrictions

Building Codes: Local and state requirements for building safety, construction, and maintenance standards

Title Requirements: Legal standards for clear title transfer and title insurance requirements

Survey Requirements: Standards for property surveys and boundary determinations

Property Tax Laws: Federal, state, and local tax implications and obligations in real estate transactions

Transfer Tax Requirements: State and local taxes imposed on the transfer of real property

Due Diligence Requirements: Legal standards for property investigation and verification periods

Escrow Laws: State regulations governing escrow accounts and earnest money deposits

Commercial Tenant Rights: Laws protecting existing commercial tenants' rights during property transfer

UCC Requirements: Uniform Commercial Code provisions affecting fixtures and personal property included in the sale

Securities Laws: Federal and state securities regulations that may apply to certain commercial real estate transactions

Assignment and Assumption Rules: Legal requirements for transferring contracts, leases, and other obligations

Representation and Warranty Standards: Legal standards for seller representations and warranties in commercial real estate transactions

Default and Remedy Provisions: Legal requirements and limitations for contract default and remedy provisions

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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