Purchase Agreement Template
A purchase agreement governs a conditional sale — a deposit, conditions that have to be met, and a defined closing date — before ownership actually changes hands. That makes it different from a bill of sale, which records a sale that’s already done. Download the ready-to-fill template below, or read the full checklist first.
Download the Purchase Agreement
A complete, ready-to-fill PDF — 9 clauses, blanks for every detail, and a signature block for both parties. Free, no email, no account. Read it and adapt it before you use it; the cover page explains what it can and cannot do for you.
Need the other party to sign it too? Send it for signature with a full audit trail and a tamper-evident seal on the finished file — they never need an account. See pricing.
This is a template, not legal advice
This document is a general-purpose template provided for information only. It is not legal advice, it does not create a lawyer–client relationship, and nobody has reviewed it against your situation.
Laws differ by country, state and province, and they change. A clause that is standard in one place can be unenforceable — or illegal — in another. Terms that are ordinary between two businesses can be void in a consumer or employment context.
Read every clause before you use it, fill in every blank, and delete anything that does not apply. For anything high-value, unusual, or that you could not afford to lose a dispute over, have a qualified lawyer in your jurisdiction review it before it is signed.
What a purchase agreement needs
Seller & buyer names and addresses
Full legal name and address of the person or business selling, and of the person or business buying.
Property description & purchase price
What is being sold, described specifically enough that nobody could argue about it later, and the total agreed price.
Deposit / earnest money
How much the buyer pays up front to show good faith, who holds it, and when it gets applied to the purchase price at closing.
Conditions precedent to closing
What has to happen before the sale becomes final — typically financing, inspection or due diligence, and confirmation the property is free of liens.
Closing date & location
The date the sale actually completes, where it happens, and what happens if a condition isn’t met by then.
Closing mechanics & transfer of ownership
Exactly what each party hands over at closing — the balance of the price, the transfer documents — and the clause that states ownership passes only then, not before.
Risk of loss before closing
Who bears the risk if the property is lost, damaged or destroyed between signing and closing — normally the seller, since they still own it.
Default & remedies
What happens to the deposit, and what each side can do, if the buyer or the seller fails to close.
Governing law
Which state or country’s law applies if a dispute ever comes up.
Signatures & date
Both parties sign and date it. Until this happens, nothing in the document is binding.
A conditional sale, not an instant one
A bill of sale records a transaction that is already happening or complete: the item, the price, and a transfer of ownership that takes effect on signing. A purchase agreement is used earlier in the process, when the sale still has steps left to clear before it can close.
Instead of transferring ownership immediately, a purchase agreement has the buyer pay a deposit to show good faith, sets out the conditions precedent that still have to be satisfied — financing coming through, an inspection or due diligence review turning up nothing that changes the deal, and confirmation the seller can actually convey clear title — and fixes a closing date on which, provided those conditions are met, the balance of the price is paid and ownership finally passes.
That structure is also why a purchase agreement needs default and remedy language a bill of sale doesn’t: something has to happen to the deposit, and to each party’s obligations, if a condition isn’t met or if one side simply doesn’t show up to close. The template above spells out both outcomes rather than leaving them to be negotiated after the fact.
Common mistakes to avoid
- Treating the deposit as informal or handshake-only. Without a written deposit clause — how much, who holds it, when it’s refundable — a failed deal turns into an argument over who keeps the money.
- Skipping the conditions precedent and just listing a price and a date. Financing falling through, an inspection turning up a problem, or a lien on title are the normal reasons a conditional sale doesn’t close — the agreement needs to say what happens in each case, not leave it to be negotiated after the fact.
- Assuming ownership transfers on signing. It doesn’t, in a purchase agreement — that’s what separates it from a bill of sale. Ownership passes at closing, once every condition is satisfied and the balance is paid, and the document should say so explicitly.
- Using a one-sided default clause. A remedy that only protects the seller (keep the deposit) or only protects the buyer (get it back) invites the other side to walk away with nothing at stake — spell out what happens on either party’s default.
- Using this for a real estate purchase. Real property sales carry state-mandated disclosures, escrow and recording requirements this general template doesn’t attempt to reproduce — use a purchase agreement built for real estate, and a local real estate attorney, instead.
Get your purchase agreement signed
Fill in the template above and send it to the other party for signature with a free Evenseal account — 5 documents a month, no card required. Only need your own copy signed? Self-sign for free with no account at /sign-pdf.
Not legal advice — read it and adapt it to your transaction before relying on it, and get local legal advice for anything involving real estate or a significant business asset.