DISCLAIMER (READ CAREFULLY)
1. This template is provided for general informational purposes only and does not constitute legal advice.
2. No attorney-client relationship is created by your use of this form.
3. Real-estate transactions carry significant legal and financial consequences. Always engage a duly-licensed Nebraska attorney and appropriate real-estate professionals to review, customize, and finalize this Agreement before signature.
4. Statutory references are intentionally omitted or generalized unless universally accepted; verify all citations and local requirements.

RESIDENTIAL REAL ESTATE PURCHASE AND SALE AGREEMENT

(State of Nebraska)

[// GUIDANCE: Insert document into word-processing software with 1" margins, 12-pt serif font, single spacing, and double-spacing between major articles for optimal readability.]

TABLE OF CONTENTS

1. Document Header
2. Definitions
3. Purchase and Sale; Earnest Money; Price Allocation
4. Contingencies
5. Closing and Possession
6. Seller’s Representations and Warranties
7. Buyer’s Representations and Warranties
8. Covenants Pending Closing
9. Risk Allocation; Indemnification; Limitations of Liability
10. Default; Remedies
11. Dispute Resolution
12. Miscellaneous Provisions
13. Execution Block

1. DOCUMENT HEADER

1.1 Agreement. This Residential Real Estate Purchase and Sale Agreement (this “Agreement”) is made and entered into as of [EFFECTIVE DATE] (the “Effective Date”) by and between:

(a) “[SELLER LEGAL NAME],” a [STATE OF FORMATION & ENTITY TYPE OR “natural person”] (“Seller”); and
(b) “[BUYER LEGAL NAME],” a [STATE OF FORMATION & ENTITY TYPE OR “natural person”] (“Buyer”).

Seller and Buyer are sometimes referred to individually as a “Party” and collectively as the “Parties.”

1.2 Recitals.
A. Seller owns fee simple title to certain residential real property located at [STREET ADDRESS], [CITY], Nebraska, legally described on Exhibit A (the “Property”).
B. Buyer desires to purchase, and Seller desires to sell, the Property upon the terms and subject to the conditions set forth herein.
C. The Parties intend that Nebraska real-estate law shall govern this transaction.

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

2. DEFINITIONS

For ease of reference, capitalized terms are listed alphabetically below. Cross-references are to Sections of this Agreement.

“Affiliate” – Any person or entity directly or indirectly controlling, controlled by, or under common control with a Party.
“Appraisal Contingency Period” – The period described in Section 4.3.
“AS-IS Condition” – As defined in Section 6.4.
“Business Day” – Any day other than Saturday, Sunday, or a Nebraska-recognized legal holiday.
“Closing” – The consummation of the transaction, as described in Article 5.
“Closing Date” – The date on which Closing occurs, established pursuant to Section 5.1.
“Contingency Periods” – Collectively, the Inspection, Financing, and Appraisal Contingency Periods.
“Earnest Money” – The deposit identified in Section 3.2.
“Financing Contingency Period” – The period described in Section 4.2.
“Inspection Contingency Period” – The period described in Section 4.1.
“Law” – All applicable federal, state, county, and municipal statutes, regulations, ordinances, and case law.
“Losses” – Any and all damages, liabilities, costs, and expenses (including reasonable attorneys’ fees).
“Purchase Price” – The amount stated in Section 3.1.
“Title Company” – [TITLE COMPANY/ESCROW AGENT], or such other company mutually agreed upon in writing.

[// GUIDANCE: Add further definitions (e.g., “Property Disclosure Statement”) as needed for your transaction.]

3. PURCHASE AND SALE; EARNEST MONEY; PRICE ALLOCATION

3.1 Purchase Price. Buyer shall pay Seller the total purchase price of [PURCHASE PRICE DOLLAR AMOUNT] USD (the “Purchase Price”), subject to prorations and adjustments at Closing.

3.2 Earnest Money.
(a) Within [___] Business Days after the Effective Date, Buyer shall deposit [EARNEST MONEY AMOUNT] USD (the “Earnest Money”) with the Title Company.
(b) The Earnest Money shall be held in escrow and applied at Closing to the Purchase Price or disbursed as otherwise provided herein.
(c) The Earnest Money represents the agreed cap on each Party’s aggregate monetary liability to the other arising out of or relating to this Agreement, except in the event of fraud or willful misconduct. See Section 9.3.

3.3 Payment of Remainder. Buyer shall pay the balance of the Purchase Price in immediately available funds at Closing.

3.4 Allocation of Purchase Price. If personal property (e.g., appliances) is included, the Parties shall allocate the Purchase Price in accordance with Section 1060 of the Internal Revenue Code using Form 8594, as mutually agreed.

4. CONTINGENCIES

4.1 Inspection Contingency.
(a) Buyer shall have [NUMBER] calendar days after the Effective Date (the “Inspection Contingency Period”) to obtain, at Buyer’s expense, any inspections Buyer deems appropriate (e.g., general home, radon, pest, HVAC).
(b) Buyer may, by written notice delivered to Seller before expiration of the Inspection Contingency Period:
(i) approve the Property and waive this contingency;
(ii) terminate this Agreement, in which case the Earnest Money shall be returned to Buyer; or
(iii) request in writing that Seller remedy or credit identified deficiencies. Seller shall respond within [] days, and Buyer shall have [] days thereafter to accept Seller’s response or terminate.

4.2 Financing Contingency.
(a) Buyer’s obligation to proceed is contingent upon Buyer obtaining, on or before [NUMBER] days after the Effective Date (the “Financing Contingency Period”), a [TYPE OF LOAN] loan in an amount not less than [PERCENT]% of the Purchase Price at an interest rate not to exceed [___]%.
(b) Buyer shall make timely, good-faith loan applications and furnish all lender-requested documentation.
(c) If financing is not obtained despite Buyer’s good-faith efforts, Buyer may terminate prior to expiration of the Financing Contingency Period and receive a refund of the Earnest Money.

4.3 Appraisal Contingency. If the Property appraises for less than the Purchase Price, Buyer may, prior to the end of the Appraisal Contingency Period ([NUMBER] days from Effective Date), elect to: (i) terminate and recover the Earnest Money, or (ii) proceed by providing additional cash at Closing, or (iii) renegotiate the Purchase Price.

4.4 Property Condition Disclosure.
Seller shall deliver to Buyer, not later than the Effective Date, a fully completed “Nebraska Residential Property Condition Disclosure Statement” as required by Nebraska Law.
[// GUIDANCE: The statutory form is separate. Insert blank form as Exhibit C, if desired.]
Buyer shall have the right to rescind this Agreement within [___] days after receipt of the disclosure or five days after Effective Date, whichever is later, by written notice, whereupon the Earnest Money shall be returned.

5. CLOSING AND POSSESSION

5.1 Closing Date. Closing shall occur on or before [CLOSING DATE] (or such earlier date agreed in writing) at the offices of the Title Company or by remote/electronic closing consistent with Nebraska Law.

5.2 Closing Deliverables.
(a) Seller shall deliver:
(i) Warranty Deed conveying marketable fee simple title, subject only to Permitted Exceptions;
(ii) Bill of Sale for any included personal property;
(iii) FIRPTA affidavit;
(iv) Evidence of authority and good standing;
(v) Keys, codes, manuals, and other Property documents.
(b) Buyer shall deliver:
(i) Funds necessary to pay the balance of the Purchase Price and Buyer’s closing costs;
(ii) Loan documents; and
(iii) Evidence of authority and good standing, if applicable.

5.3 Title and Survey.
(a) Within [] days after Effective Date, Seller shall cause the Title Company to deliver a current commitment for an owner’s policy of title insurance (the “Title Commitment”).
(b) Buyer shall have [] days to object in writing to title defects. Seller shall cure or Buyer may terminate.
(c) Buyer may obtain, at Buyer’s expense, a survey. Boundary issues are handled as title defects.

5.4 Prorations; Closing Costs. Taxes, assessments, rents, utilities, homeowner-association dues, and similar items shall be prorated as of 11:59 p.m. Central Time on the day preceding Closing.
[// GUIDANCE: Insert statutory rule for real property taxes in NE if desired.]

5.5 Possession. Possession shall transfer to Buyer upon recording of the Warranty Deed, subject to any post-closing occupancy agreement executed by the Parties.

6. SELLER’S REPRESENTATIONS AND WARRANTIES

Seller hereby represents and warrants to Buyer, as of the Effective Date and again at Closing (unless a date is otherwise specified), that:

6.1 Ownership. Seller is the sole legal and equitable owner of the Property with full power and authority to enter into and perform this Agreement.

6.2 No Conflicts. Execution, delivery, and performance of this Agreement will not violate any Law, contract, instrument, or order binding on Seller.

6.3 Compliance and Permits. To Seller’s Knowledge, the Property complies with all applicable Laws, and all required permits, licenses, and approvals are in effect.

6.4 Property Condition. Except as disclosed in the Property Condition Disclosure Statement, Seller has no Knowledge of material latent defects. Buyer is purchasing the Property in its “AS-IS Condition,” subject to Buyer’s inspection rights herein.

6.5 Hazardous Materials. Seller has not generated, stored, or disposed of any Hazardous Material on the Property in violation of Law.

6.6 Litigation. No litigation, condemnation, or administrative proceeding is pending or, to Seller’s Knowledge, threatened that would adversely affect the Property or Seller’s ability to perform.

6.7 Foreign Status. Seller is not a “foreign person” within the meaning of FIRPTA.

6.8 Survival. Seller’s representations and warranties shall survive Closing for a period of [____] months, after which they shall merge with the Deed and terminate.

7. BUYER’S REPRESENTATIONS AND WARRANTIES

7.1 Authority. Buyer has full right, power, and authority to enter into and perform this Agreement.

7.2 Financial Capability. Buyer possesses or will possess at Closing sufficient funds or financing to consummate the purchase.

7.3 Investigation. Buyer is a sophisticated purchaser, has conducted (or will conduct) its own independent investigation of the Property, and is not relying upon any statement not expressly set forth herein.

7.4 Survival. Buyer’s representations and warranties shall survive Closing for [____] months.

8. COVENANTS PENDING CLOSING

8.1 Seller’s Covenants. From the Effective Date through Closing, Seller shall:
(a) operate and maintain the Property in substantially the same manner;
(b) not further encumber the Property;
(c) maintain existing insurance;
(d) provide Buyer and Buyer’s representatives reasonable access for inspections; and
(e) promptly notify Buyer of any material change or new information.

8.2 Buyer’s Covenants. Buyer shall:
(a) comply with all inspection protocols and avoid damaging the Property;
(b) keep all documents and information received confidential, except as required by Law;
(c) timely pursue financing and otherwise act in good faith.

9. RISK ALLOCATION; INDEMNIFICATION; LIMITATIONS OF LIABILITY

9.1 Limited Indemnification by Seller. Seller shall indemnify and hold Buyer harmless from Losses arising from (a) Seller’s breach of this Agreement, or (b) Seller’s intentional misrepresentation or fraud.

9.2 Limited Indemnification by Buyer. Buyer shall indemnify and hold Seller harmless from Losses arising from (a) Buyer’s breach of this Agreement, or (b) injuries or damage caused by Buyer or its agents during property access.

9.3 Liability Cap. The Parties agree that, except for claims based on fraud or intentional misconduct, their respective aggregate liability for monetary damages under this Agreement shall not exceed the amount of the Earnest Money.

9.4 No Consequential Damages. Neither Party shall be liable for consequential, special, or punitive damages (including lost profits), except where such damages are awarded to a third party and subject to indemnification above.

9.5 Insurance. Prior to Closing, Seller shall maintain standard homeowner’s insurance. Buyer shall obtain insurance effective no later than Closing.

9.6 Force Majeure. Performance is excused for the duration of any event beyond a Party’s reasonable control (e.g., acts of God, governmental orders, labor strikes), provided the affected Party promptly notifies the other and resumes performance when feasible.

10. DEFAULT; REMEDIES

10.1 Buyer Default. If Buyer fails to perform and such failure is not cured within [___] days after notice:
(a) Seller may terminate this Agreement, whereupon the Earnest Money shall be paid to Seller as liquidated damages; or
(b) Seller may seek specific performance.
The choice of remedy shall be at Seller’s sole discretion.

10.2 Seller Default. If Seller fails to perform and such failure is not cured within [___] days after notice:
(a) Buyer may terminate and receive a refund of the Earnest Money plus documented out-of-pocket costs (capped as in Section 9.3); or
(b) Buyer may seek specific performance.

10.3 Attorney Fees. The prevailing Party in any action arising out of this Agreement shall be entitled to recover reasonable attorney fees and costs.

[// GUIDANCE: Nebraska courts generally honor specific-performance remedies for unique real property; confirm local case law.]

11. DISPUTE RESOLUTION

11.1 Governing Law. This Agreement and any dispute arising hereunder shall be governed by the internal laws of the State of Nebraska, without regard to conflict-of-laws principles.

11.2 Forum Selection. Each Party irrevocably submits to the exclusive jurisdiction of the state courts located in [COUNTY], Nebraska.

11.3 Optional Arbitration.
(a) If BOTH Parties initial below, any dispute shall be resolved by binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association (“AAA”).
Seller Initials: _ Buyer Initials: _
(b) The arbitration shall take place in [CITY], Nebraska before a single arbitrator with real-estate experience.
(c) Judgment on the award may be entered in any court of competent jurisdiction.
(d) Either Party may seek interim injunctive relief, including specific performance, from a court pending selection of the arbitrator.

11.4 Jury Trial Waiver. INTENTIONALLY OMITTED pursuant to metadata.

11.5 Injunctive Relief. Notwithstanding anything to the contrary, each Party retains the right to seek specific performance or other equitable relief to enforce or compel performance of this Agreement.

12. MISCELLANEOUS PROVISIONS

12.1 Notices. All notices shall be in writing and delivered (a) by certified U.S. mail, return receipt requested, (b) by nationally recognized overnight courier, or (c) by electronic mail with confirmation of receipt, to the addresses set forth below each Party’s signature.

12.2 Entire Agreement. This Agreement, together with its Exhibits, constitutes the entire agreement of the Parties and supersedes all prior negotiations and understandings.

12.3 Amendment; Waiver. No amendment or waiver shall be effective unless in writing and signed by the Party against whom enforcement is sought. No waiver shall be deemed a waiver of any subsequent breach.

12.4 Assignment. Buyer may not assign this Agreement without Seller’s prior written consent, except to an Affiliate wholly owned by Buyer that assumes all obligations hereunder. Any prohibited assignment is void.

12.5 Successors and Assigns. Subject to Section 12.4, this Agreement shall bind and benefit the Parties and their respective successors and permitted assigns.

12.6 Severability. If any provision is held invalid or unenforceable, the remaining provisions shall remain in full force, and the invalid provision shall be reformed to the minimum extent necessary.

12.7 Counterparts; Electronic Delivery. This Agreement may be executed in counterparts (including by electronic signature or PDF), each of which shall be deemed an original, all constituting one instrument.

12.8 Time of the Essence. Time is of the essence with respect to all dates and deadlines herein.

12.9 Further Assurances. The Parties shall execute and deliver such further documents as may be reasonably required to carry out the intent of this Agreement.

12.10 Recording. Neither this Agreement nor any memorandum thereof shall be recorded without the prior written consent of both Parties.

13. EXECUTION BLOCK

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

SELLER:
[SELLER LEGAL NAME]
By: ____
Name: ____
Title (if entity): __
Address: ___
Email: ______
Phone: _________

BUYER:
[BUYER LEGAL NAME]
By: ____
Name: ____
Title (if entity): __
Address: ___
Email: ______
Phone: _________

NOTARY ACKNOWLEDGMENTS
[Attach appropriate Nebraska acknowledgment blocks for each signatory.]

EXHIBITS (attach as needed)

Exhibit A – Legal Description of Property
Exhibit B – Personal Property Included (if any)
Exhibit C – Nebraska Residential Property Condition Disclosure Statement (blank form)
Exhibit D – Post-Closing Occupancy Agreement (if applicable)

[// GUIDANCE: Delete exhibits not used. Ensure consistency of defined terms, cross-references, and dates before finalizing.]