Commercial Purchase and Sale Agreement
(Long Form) (TX)

Summary

This Purchase and Sale Agreement template is an agreement to buy and sell Texas real estate between two or more parties. It is not the actual conveyance document that transfers the real estate. This template includes practical guidance, drafting notes, and alternate and optional clauses. At a minimum, a purchase agreement needs to identify the parties to be bound, the property to be purchased or sold, the price to be paid (i.e., the consideration), and any other material terms necessary to the transaction. If the purchase agreement is an option contract (i.e., a contract that allows the buyer to hold the property under contract for a period of time and later terminate for any or no reason), the purchase agreement must contain independent consideration (typically around $100). To be binding, the purchase agreement must be executed by the parties. Typically, however, purchase agreements for commercial real estate acquisitions and / or sales contain much more than the minimum information. Purchase agreement forms can range from fairly simple to extremely detailed and lengthy. This purchase and sale agreement template may be used as a base form for a commercial purchase and sale of real property in Texas. It is intended to be used as a general agreement and contains provisions applicable to existing tenants in any type of commercial real estate setting (i.e., office, retail and industrial). The agreement is fairly neutral and contains drafting notes that suggest buyer-friendly and seller-friendly clauses. The drafting notes further help to explain the most notable sections. For additional resources on buying and selling commercial real property in Texas, see Purchasing and Selling Commercial Real Estate Resource Kit (TX) and Purchase and Sale of Commercial Real Property (TX). For further guidance on commercial purchase and sale agreements, see Commercial Real Estate Purchase and Sale Agreements (TX)and Commercial Real Estate Purchase and Sale Agreements (TX). For a checklist of the commercial purchase and sale process in Texas, see Commercial Purchase and Sale Process Checklist (TX). For a template of a long form purchase and sale agreement drafted from the perspective of the buyer, see Commercial Purchase and Sale Agreement (Long Form) (Pro-Buyer) (TX). For a template of a short form of purchase and sale agreement drafted from the perspective of the buyer, see Purchase and Sale Agreement (Short Form) (Pro-Buyer) (TX). For a short form commercial purchase and sale agreement drafted from the perspective of the seller, see Purchase and Sale Agreement (Short Form) (Pro-Seller) (TX). For guidance on the disclosures required in a commercial purchase and sales transaction in Texas, see Disclosure Requirements for Texas Commercial Purchase and Sales Transactions. For a full listing of key content covering purchasing and selling commercial real estate, see Purchasing and Selling Commercial Real Estate Resource Kit. For a list of key resources covering real estate-related tasks for associates, in-house attorneys, and interns, see First Year Associate Resource Kit: Real Estate, Summer Associate Resource Kit: Real Estate, In-House Real Estate Resource Kit, and Federal Government Summer Intern Resource Kit: Real Estate. For a list of key resources covering commercial leasing-related tasks for a junior associate, see Junior Associate Real Estate Resource Kit (Commercial Purchase and Sale).