Contract for Deed (Land Contract) - Oregon

CONTRACT FOR DEED (LAND SALE CONTRACT)

(Oregon)

Before you use this: Complete every payment and property field, attach the legal description, and obtain required property and lead disclosures before signing. For covered target housing, the current separate-sheet federal lead warning and signed acknowledgments must be attached before Buyer is obligated.

TABLE OF CONTENTS

1. Document Header and Parties
2. Definitions
3. Property; Legal Description
4. Purchase Price; Down Payment; Installment Terms
5. Interest; Amortization; Balloon; Prepayment
6. Legal Title; Escrow of Deed; Delivery at Payoff
7. Possession; Taxes, Insurance, and Maintenance
8. Buyer's Equitable Interest; Recording
9. Default and Remedies (Oregon Statutory Forfeiture)
10. Title; Marketability; Title Insurance
11. Risk of Loss; Condemnation
12. Assignment; Existing Loan
13. Disclosures (Lead-Based Paint; Property Condition)
14. General Provisions
15. Execution; Notarial Acknowledgment
16. Exhibits and Schedules

1. DOCUMENT HEADER AND PARTIES

This Contract for Deed (also known as a Land Sale Contract or Installment Land Contract, this "Contract") is made as of [__/__/____] (the "Effective Date") by and between:

a. Seller: [SELLER LEGAL NAME], a [STATE] [ENTITY TYPE OR "individual"], whose address is [SELLER ADDRESS] ("Seller"); and

b. Buyer: [BUYER LEGAL NAME], a [STATE] [ENTITY TYPE OR "individual"], whose address is [BUYER ADDRESS] ("Buyer").

Seller and Buyer are each a "Party" and collectively the "Parties."

Recitals

A. Seller is the fee simple owner of the real property described in Exhibit A (the "Property").

B. Buyer desires to purchase, and Seller desires to sell, the Property on an installment basis under which Seller retains legal title as security until the Purchase Price is paid in full, at which time Seller will convey title by deed.

C. The Parties acknowledge that this Contract is a land sale contract subject to the forfeiture procedures of ORS 93.910, 93.915, 93.920, and 93.930 and the recording requirement of ORS 93.635.

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

2. DEFINITIONS

"Business Day" – any day other than Saturday, Sunday, or a legal holiday on which Oregon-chartered banks are authorized or required to close.

"Closing" / "Final Closing" – delivery of the Deed upon payment in full of all amounts due under this Contract.

"Deed" – a [SELECT: Warranty Deed / Special Warranty Deed / Bargain and Sale Deed] in recordable form conveying the Property to Buyer subject only to the Permitted Exceptions.

"Default Rate" – [____]% per annum or the maximum rate permitted by law, whichever is less.

"Equity" – the difference between the fair market value of the Property and the Unpaid Balance, plus the value of Buyer's improvements.

"Permitted Exceptions" – the matters listed in Exhibit B.

"Purchase Price" – the amount set forth in Section 4.1.

"Unpaid Balance" – the unpaid principal, accrued unpaid interest, and sums actually paid by Seller for items Buyer was required to pay, as defined by ORS 93.905(6).

3. PROPERTY; LEGAL DESCRIPTION

3.1 Property. Seller agrees to sell and Buyer agrees to buy the real property located at [PROPERTY ADDRESS], [CITY], [COUNTY] County, Oregon, legally described in Exhibit A, together with all improvements, fixtures, easements, water rights [SELECT: included/excluded], and appurtenances.

3.2 Personal Property Included. The following personal property is included, free of liens: [LIST OR "None"].

3.3 Condition; "As-Is." Except as expressly stated herein and in the disclosures attached, Buyer accepts the Property in its present "AS-IS" condition, subject to Buyer's inspection rights in Section 13.

3.4 Oregon Statutory Notice (ORS 93.040(1)). The following statement is part of this Contract:

BEFORE SIGNING OR ACCEPTING THIS INSTRUMENT, THE PERSON TRANSFERRING FEE TITLE SHOULD INQUIRE ABOUT THE PERSON'S RIGHTS, IF ANY, UNDER ORS 195.300, 195.301 AND 195.305 TO 195.336 AND SECTIONS 5 TO 11, CHAPTER 424, OREGON LAWS 2007, SECTIONS 2 TO 9 AND 17, CHAPTER 855, OREGON LAWS 2009, AND SECTIONS 2 TO 7, CHAPTER 8, OREGON LAWS 2010. THIS INSTRUMENT DOES NOT ALLOW USE OF THE PROPERTY DESCRIBED IN THIS INSTRUMENT IN VIOLATION OF APPLICABLE LAND USE LAWS AND REGULATIONS. BEFORE SIGNING OR ACCEPTING THIS INSTRUMENT, THE PERSON ACQUIRING FEE TITLE TO THE PROPERTY SHOULD CHECK WITH THE APPROPRIATE CITY OR COUNTY PLANNING DEPARTMENT TO VERIFY THAT THE UNIT OF LAND BEING TRANSFERRED IS A LAWFULLY ESTABLISHED LOT OR PARCEL, AS DEFINED IN ORS 92.010 OR 215.010, TO VERIFY THE APPROVED USES OF THE LOT OR PARCEL, TO DETERMINE ANY LIMITS ON LAWSUITS AGAINST FARMING OR FOREST PRACTICES, AS DEFINED IN ORS 30.930, AND TO INQUIRE ABOUT THE RIGHTS OF NEIGHBORING PROPERTY OWNERS, IF ANY, UNDER ORS 195.300, 195.301 AND 195.305 TO 195.336 AND SECTIONS 5 TO 11, CHAPTER 424, OREGON LAWS 2007, SECTIONS 2 TO 9 AND 17, CHAPTER 855, OREGON LAWS 2009, AND SECTIONS 2 TO 7, CHAPTER 8, OREGON LAWS 2010.

4. PURCHASE PRICE; DOWN PAYMENT; INSTALLMENT TERMS

4.1 Purchase Price and Consideration. The total Purchase Price is $[____________]. The true and actual consideration for this transfer is $[____________] in money, including any lien or other encumbrance to which the Property remains subject or Buyer agrees to pay or assume, plus [OTHER PROPERTY OR VALUE PROMISED, OR "NONE"], as required by ORS 93.030.

4.2 Down Payment. Buyer shall pay a down payment of $[____________] on or before [__/__/____].

4.3 Financed Amount. The amount financed (Purchase Price less down payment) is $[____________] (the "Financed Amount").

4.4 Installment Payments. Buyer shall pay the Financed Amount, with interest, in installments as follows:

4.5 Application of Payments. Payments are applied first to late charges and costs, then to accrued interest, then to principal.

4.6 Maximum Lawful Rate. No provision shall require interest exceeding the maximum permitted by Oregon law; any excess shall be applied to principal or refunded.

5. INTEREST; AMORTIZATION; BALLOON; PREPAYMENT

5.1 Interest. Interest accrues on the Unpaid Balance at the rate stated in Section 4.4 from the Effective Date.

5.2 Balloon Disclosure. [IF APPLICABLE] THIS CONTRACT CONTAINS A BALLOON PAYMENT. A SUBSTANTIAL FINAL PAYMENT OF $[__________] WILL BE DUE ON [__/__/____]. BUYER MAY NEED TO REFINANCE OR OBTAIN OTHER FUNDS TO PAY THE BALLOON.

5.3 Prepayment. Buyer may prepay all or part of the Unpaid Balance at any time [SELECT: without penalty / subject to a prepayment charge of [____]%]. Partial prepayments are applied to principal and do not postpone any scheduled payment.

5.4 Amortization Statement. Upon Buyer's written request, Seller shall provide a statement of the Unpaid Balance and amounts applied to principal and interest.

6. LEGAL TITLE; ESCROW OF DEED; DELIVERY AT PAYOFF

6.1 Retention of Legal Title. Seller retains legal title to the Property until Buyer has paid the Purchase Price and performed all obligations in full. Buyer has the contractual right of possession stated in Section 7.

6.2 Escrow of Deed (Optional). [SELECT ONE]
☐ Seller shall deposit an executed, recordable Deed with [ESCROW AGENT/TITLE COMPANY] to be held in escrow and delivered to Buyer upon payment in full.
☐ The Deed shall be delivered by Seller directly upon payment in full; no deed is escrowed.

6.3 Delivery at Payoff. Within [____] Business Days after Buyer pays all amounts due, Seller shall execute and deliver the Deed and record a release/satisfaction of this Contract at [SELECT: Seller's / Buyer's] expense.

7. POSSESSION; TAXES, INSURANCE, AND MAINTENANCE

7.1 Possession. Buyer is entitled to possession on [__/__/____].

7.2 Taxes and Assessments. Buyer shall pay, before delinquency, all real property taxes and assessments accruing on or after the possession date, and shall provide Seller proof of payment upon request.

7.3 Insurance. Buyer shall keep the improvements insured against fire and other casualty for not less than [SELECT: replacement cost / the Unpaid Balance], naming Seller as an additional insured / loss payee as its interest appears.

7.4 Maintenance. Buyer shall maintain the Property in good repair, commit no waste, and comply with all laws and any planned community or condominium requirements.

7.5 Common Interest Community. [IF APPLICABLE] Buyer shall pay all association assessments and comply with the governing documents under the applicable planned community or condominium documents.

8. BUYER'S EQUITABLE INTEREST; RECORDING

8.1 Recording (ORS 93.635). If this Contract binds the Parties to convey fee title more than 12 months after execution, Seller shall acknowledge this Contract as for a deed and record it (or a properly signed Memorandum of Land Sale Contract in the form of Exhibit C) with the County Clerk of [COUNTY] County, Oregon, within 15 days after the Parties execute and become bound. The Parties may also elect to record a shorter-term Contract or memorandum. The recorded memorandum must state the true and actual consideration as required by ORS 93.030.

8.2 Consideration Statement. The instrument and any recorded memorandum must state the true and actual consideration as required by ORS 93.030. Recording and transfer fees shall be paid by [SELECT: Buyer / Seller].

8.3 No Encumbrance by Seller. Seller shall not further encumber or convey the Property in a manner impairing Buyer's interest, and shall apply Buyer's payments to keep any underlying loan current (see Section 12.3).

9. DEFAULT AND REMEDIES (OREGON STATUTORY FORFEITURE)

9.1 Events of Default. Buyer is in default if Buyer (a) fails to pay any installment when due; (b) fails to pay taxes or insurance; (c) commits waste; or (d) breaches any other material covenant.

9.2 Statutory notice and forfeiture. If Seller elects forfeiture, Seller must give written notice of default to Buyer, occupants, and persons entitled to notice under ORS 93.915(1), by service under ORCP 7 D(2) and D(3), or by both first-class and certified mail with return receipt requested to their last-known addresses. The notice must state the default, amount if monetary, forfeiture date unless cured, and Seller's or Seller's attorney's name and address. Seller shall record the notice and affidavit of service or mailing in each county where any part of the Property lies.

The notice period must be at least the applicable period under ORS 93.915(3), measured by the Unpaid Balance as a share of the Purchase Price, not by the share already paid:

At exactly 75%, Seller agrees to allow at least 120 days. Any longer period required by this Contract or law controls.

9.3 Cure. Buyer or another person entitled to cure may avoid forfeiture before the notice period expires by paying amounts then due, other than sums that would not be due absent default, or tendering other required performance, plus enforcement costs and expenses actually incurred as allowed by ORS 93.920. That section caps attorney fees included in statutory cure costs at $350.

9.4 Effect of Forfeiture. After forfeiture in accordance with the Contract and statutory notice, Seller shall record the affidavit, property description, notice, and proof required by ORS 93.930. Subject to statutory exceptions and any different agreement with Seller, notified purchasers and persons claiming through them lose their rights in the Contract and Property, with no right of redemption; prior payments and improvement rights are forfeited; and Seller is entitled to possession on the tenth day after recording. Any remaining occupant may be removed only through applicable judicial procedures. After the declaration is recorded, Seller has no claim against Buyer for unpaid purchase price or another breach of Buyer's obligations under this Contract.

9.5 Interim measures. Any receivership or temporary restraining order during forfeiture must satisfy applicable procedure. Under ORS 93.915(6), no receiver may be appointed for a single-family residence occupied when notice is given as the principal residence of Buyer, Buyer's spouse, or Buyer's minor dependent children.

9.6 Attorneys' Fees. The prevailing Party in an enforcement action is entitled to reasonable attorneys' fees and costs to the extent allowed by this Contract and law. This clause does not enlarge the statutory cure amount in ORS 93.920.

10. TITLE; MARKETABILITY; TITLE INSURANCE

10.1 Marketable Title at Payoff. At Final Closing, Seller shall convey marketable, insurable fee simple title subject only to the Permitted Exceptions.

10.2 Title Insurance. [SELECT: Seller / Buyer] shall provide, at [ITS] expense, a preliminary title report and an owner's title insurance policy issued to Buyer at Final Closing.

10.3 Seller's Existing Liens. Seller represents the Property is encumbered only by: [LIST or "none"]. Seller shall not allow any superior lien to go into default.

11. RISK OF LOSS; CONDEMNATION

11.1 Risk of Loss (ORS 93.290). Until legal title or possession transfers, material destruction without Buyer's fault or a taking is governed by ORS 93.290(1). Once legal title or possession transfers, destruction without Seller's fault or a taking does not itself relieve Buyer of the duty to pay the price under ORS 93.290(2). Insurance proceeds shall be applied [TO RESTORATION / TO THE UNPAID BALANCE / AS FOLLOWS: __________], subject to any senior lender's rights.

11.2 Condemnation. Any condemnation award shall be applied [FIRST TO THE UNPAID BALANCE, WITH THE BALANCE TO BUYER / TO RESTORATION / AS FOLLOWS: __________], subject to any senior lender's rights.

12. ASSIGNMENT; EXISTING LOAN

12.1 Assignment by Buyer. Buyer may not assign this Contract without Seller's prior written consent, which shall not be unreasonably withheld.

12.2 Assignment by Seller. Seller may assign its rights to payment subject to Buyer's rights hereunder.

12.3 Existing Loan Warning. If the Property is subject to an existing mortgage or trust deed, entering into this Contract may trigger a contractual due-on-sale clause in the underlying loan documents. Seller represents that [SELECT: there is no underlying loan / the lender has consented / Buyer assumes this risk]. Seller shall apply Buyer's payments to keep any underlying loan current.

13. DISCLOSURES (LEAD-BASED PAINT; PROPERTY CONDITION)

13.1 Lead-Based Paint (Covered Target Housing). Before Buyer is obligated under this Contract, Seller must complete the current federal process for covered target housing: provide the EPA lead-hazard pamphlet; disclose known lead-based paint and known lead-based-paint hazards; provide every available lead-hazard evaluation report; attach the current federally prescribed separate-sheet Lead Warning Statement and Buyer-signed acknowledgments as Exhibit D to this Contract; and allow Buyer a 10-day risk-assessment or inspection opportunity unless the parties mutually agree to a different period. Coverage/exemption basis: [____________]. ☐ Current warning/disclosure attachment completed ☐ Pamphlet and available reports delivered ☐ Inspection period completed, waived, or changed by mutual agreement.

13.2 Property Condition Disclosure. For property within ORS 105.465, Seller shall complete, sign, and deliver the Oregon Seller's Property Disclosure Statement substantially in the ORS 105.464 form to Buyer upon Buyer's written offer, subject to statutory exclusions or refusal procedures. Delivery date: [__/__/____]. Statutory exclusion or refusal basis, if any: [DESCRIBE OR "NONE"]. Any applicable statutory revocation right remains governed by Oregon law.

13.3 Inspection. Buyer [SELECT: has inspected / has [____] days to inspect] the Property, including any radon testing, and accepts it subject to such inspection.

14. GENERAL PROVISIONS

14.1 Governing Law. This Contract is governed by the laws of the State of Oregon.

14.2 Forum. Exclusive venue lies in the Circuit Court for [COUNTY] County, Oregon.

14.3 Notices. Ordinary contract notices shall be in writing and delivered by hand, certified or registered mail (return receipt requested), or nationally recognized overnight courier to the addresses in Section 1. Any forfeiture notice must comply with Section 9 and ORS 93.915 regardless of this ordinary-notice method.

14.4 Time of the Essence. Time is of the essence as to all payment obligations, subject to the statutory notice and cure rights in Section 9.

14.5 Entire Agreement; Amendment. This Contract and its Exhibits are the entire agreement and may be amended only in a writing signed by both Parties.

14.6 Severability. If any provision is held invalid, the remainder shall remain enforceable.

14.7 Counterparts; Electronic Signatures. This Contract may be executed in counterparts and by electronic signature.

14.8 Successors and Assigns. This Contract binds and benefits the Parties and their permitted successors and assigns.

15. EXECUTION; NOTARIAL ACKNOWLEDGMENT

IN WITNESS WHEREOF, the Parties have executed this Contract as of the Effective Date.

SELLER:
________________________________________
[SELLER NAME]
Date: [__/__/____]

BUYER:
________________________________________
[BUYER NAME]
Date: [__/__/____]

Notary Acknowledgment

STATE OF OREGON
COUNTY OF [____________]

This instrument was acknowledged before me on [__/__/____] by [NAME(S)].

________________________________________
Notary Public, State of Oregon
My Commission Expires: ___________
[SEAL]

16. EXHIBITS AND SCHEDULES

• Exhibit A – Legal Description of the Property
• Exhibit B – Permitted Exceptions
• Exhibit C – Memorandum of Land Sale Contract (for recording under ORS 93.635)
• Exhibit D – Current federal separate-sheet Lead Warning Statement and signed disclosures (if covered target housing; attach before Buyer is obligated)
• Exhibit E – Completed Oregon Seller's Property Disclosure Statement (ORS 105.464), if applicable
• Schedule 1 – Amortization Schedule

EXHIBIT D — LEAD WARNING AND DISCLOSURE ATTACHMENT

Property: [________________________________________________]

LEAD WARNING STATEMENT

Every purchaser of any interest in residential real property on which a residential dwelling was built prior to 1978 is notified that such property may present exposure to lead from lead-based paint that may place young children at risk of developing lead poisoning. Lead poisoning in young children may produce permanent neurological damage, including learning disabilities, reduced intelligence quotient, behavioral problems, and impaired memory. Lead poisoning also poses a particular risk to pregnant women. The seller of any interest in residential real property is required to provide the buyer with any information on lead-based paint hazards from risk assessments or inspections in the seller's possession and notify the buyer of any known lead-based paint hazards. A risk assessment or inspection for possible lead-based paint hazards is recommended prior to purchase.

Seller disclosure: ☐ Seller knows of lead-based paint or lead-based-paint hazards: [DESCRIBE BASIS, LOCATION, AND CONDITION: ________________________________] ☐ Seller has no knowledge of lead-based paint or lead-based-paint hazards.

Records and reports provided to Buyer: [LIST EACH AVAILABLE LEAD-HAZARD RECORD OR REPORT PROVIDED: ________________________________] ☐ Seller has no such records or reports available.

Buyer acknowledgment: By signing below, Buyer acknowledges receipt of Seller's disclosure and the records or reports listed above, and receipt of the federally approved lead-hazard information pamphlet. Buyer also states that Buyer has read the Lead Warning Statement and understands its contents.

Inspection opportunity: Buyer ☐ received a 10-day opportunity to conduct a lead risk assessment or inspection before becoming obligated under this Contract; ☐ received a different period mutually agreed in writing: [____] days; or ☐ waives that opportunity.

Seller's agent certification, if an agent is involved: I informed Seller of Seller's obligations under 42 U.S.C. § 4852d and am aware of my duty to ensure compliance with the federal lead-disclosure requirements.

Agent name (repeat for each involved agent): [________________________________] Agent signature: [________________________________] Date: [__/__/____]

By signing, Seller, any involved agent, and Buyer certify the accuracy of their statements to the best of their knowledge.

Seller signature (repeat for each seller): [________________________________] Date: [__/__/____]

Buyer signature (repeat for each purchaser): [________________________________] Date: [__/__/____]

Seller and any involved agent must retain a copy of the completed attachment for at least three years from completion of the sale under 40 C.F.R. § 745.113(c)(1).

Sources and References

• Oregon Revised Statutes, chapter 93: ORS 93.030, 93.290, 93.635, 93.905, 93.910, 93.915, 93.920, and 93.930.
• Oregon Revised Statutes, chapter 105: ORS 105.464 and 105.465.
• 42 U.S.C. § 4852d.