GENERAL WARRANTY DEED

(State of Rhode Island)

[// GUIDANCE: This template is designed to satisfy Rhode Island’s statutory requirements for a general warranty deed, including all recording and transfer-tax mandates. Replace every bracketed [PLACEHOLDER] with deal-specific information before execution and recording.]

TABLE OF CONTENTS

I. Document Header
II. Definitions
III. Operative Provisions
IV. Representations & Warranties
V. Covenants
VI. Default & Remedies
VII. Risk Allocation
VIII. Dispute Resolution
IX. General Provisions
X. Execution & Acknowledgment

I. DOCUMENT HEADER

1. Deed Title
   GENERAL WARRANTY DEED

2. Parties
   This General Warranty Deed (this “Deed”) is executed as of [EFFECTIVE DATE] (the “Effective Date”) by and between:
   a. Grantor: [GRANTOR’S FULL LEGAL NAME], a [TYPE OF ENTITY / MARITAL CHARACTERIZATION] with a mailing address at [GRANTOR ADDRESS]; and
   b. Grantee: [GRANTEE’S FULL LEGAL NAME], a [TYPE OF ENTITY / MARITAL CHARACTERIZATION] with a mailing address at [GRANTEE ADDRESS].

3. Consideration
   For and in consideration of the sum of [CONSIDERATION AMOUNT IN WORDS] Dollars ($[NUMERICAL]) (the “Consideration”) and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Grantor hereby conveys the Property (defined below) to Grantee with full warranty covenants.

4. Property Description
   The real property situated in the [CITY/TOWN] of [MUNICIPALITY], County of [COUNTY], State of Rhode Island, more particularly described on Exhibit A attached hereto and incorporated herein (the “Property”).

5. Recording & Return Instructions
   a. Prepared By: [NAME & ADDRESS OF DRAFTING ATTORNEY]
   b. Return To: [RECORDING RETURN ADDRESS]
   c. Tax Assessor’s Plat / Lot No.: [PLAT]/[LOT]
   d. Title Reference: [BOOK] / [PAGE] of the Land Evidence Records of the [CITY/TOWN] of [MUNICIPALITY].

II. DEFINITIONS

For purposes of this Deed, capitalized terms have the meanings set forth below. Any term not defined herein shall be interpreted in accordance with customary real-estate usage in Rhode Island.

“Claims” – Any and all causes of action, suits, liabilities, losses, damages, costs, expenses, and demands of every kind, whether known or unknown, contingent or fixed, arising under this Deed.

“Consideration” – The monetary and other valuable consideration set forth in Document Header § 1.3.

“Deed” – This General Warranty Deed, as the same may be amended pursuant to § IX.1.

“Grantor” and “Grantee” – Each as identified in Document Header § 1.2, together with their respective successors and assigns as permitted herein.

“Property” – The real property described in Document Header § 1.4 and Exhibit A, together with all appurtenant rights, easements, improvements, and hereditaments.

III. OPERATIVE PROVISIONS

1. Conveyance. Grantor hereby grants, bargains, sells, releases, conveys, and warrants the Property unto Grantee in fee simple absolute, to have and to hold the same, together with all the improvements thereon, the appurtenances thereunto belonging, and all the estate, right, title, interest, and claim whatsoever of Grantor, subject only to the Permitted Exceptions (defined below).

2. Permitted Exceptions.
   a. Real estate taxes not yet due and payable;
   b. Utility easements of record serving the Property;
   c. Restrictive covenants of record that do not materially interfere with Grantee’s use; and
   d. [OTHER PERMITTED EXCEPTIONS].

3. Conditions Precedent. Delivery of this Deed is conditioned upon (i) full payment of the Consideration, and (ii) concurrent delivery of possession free of occupants other than as disclosed in writing to Grantee.

IV. REPRESENTATIONS & WARRANTIES

1. By Grantor. Grantor represents and warrants to Grantee as of the Effective Date and as of recording that:
   a. Authority – Grantor is duly authorized to execute and deliver this Deed.
   b. No Conflicts – Execution and delivery do not violate any agreement to which Grantor is bound.
   c. Hazardous Substances – Grantor has received no written notice of any outstanding environmental violation pertaining to the Property that has not been remediated.
   d. Foreign Person Certification – Grantor is not a “foreign person” within the meaning of 26 U.S.C. § 1445.

2. Survival. All representations and warranties survive delivery and recording of this Deed, subject to the liability cap in § VII.2.

V. COVENANTS

Grantor warrants and covenants with Grantee, and Grantee’s heirs and assigns, forever, that:

1. Seisin & Right to Convey – Grantor is lawfully seized of an indefeasible estate in fee simple and has full power to convey the same.
2. Against Encumbrances – The Property is free from all liens and encumbrances, except the Permitted Exceptions.
3. Quiet Enjoyment – Grantee shall quietly enjoy the Property without lawful disturbance.
4. Further Assurances – Grantor will, upon reasonable request, execute and deliver such further instruments as may be necessary to confirm title to Grantee.

[// GUIDANCE: These are Rhode Island’s traditional “warranty covenants.” They run with the land and bind Grantor’s successors.]

VI. DEFAULT & REMEDIES

1. Event of Default. A breach of any warranty covenant or representation in §§ IV–V constitutes an “Event of Default.”

2. Notice & Cure.
   a. Grantee shall give written notice describing the breach in reasonable detail.
   b. Grantor shall have thirty (30) days after receipt to cure or commence diligent cure.

3. Remedies. If Grantor fails to cure:
   a. Grantee may pursue an action for breach of warranty or for quiet title in any Rhode Island state court of competent jurisdiction;
   b. Grantee may recover reasonable attorneys’ fees and costs in enforcing the warranty covenants.

VII. RISK ALLOCATION

1. Indemnification. Grantor shall indemnify, defend, and hold harmless Grantee from all Claims arising from a breach of Grantor’s warranty covenants.

2. Liability Cap. Grantor’s aggregate liability under this Deed shall not exceed the Consideration actually paid by Grantee, except in cases of fraud or intentional misrepresentation.

3. Disclaimer of Collateral Liability. No officer, member, partner, or shareholder of Grantor shall have personal liability under this Deed.

4. Force Majeure. Neither party shall be liable for delays caused by events beyond its reasonable control, except for monetary obligations.

VIII. DISPUTE RESOLUTION

1. Governing Law. This Deed shall be governed by and construed in accordance with the real-estate laws of the State of Rhode Island.

2. Forum Selection. The parties submit to the exclusive jurisdiction of the state courts located in [COUNTY] County, Rhode Island.

3. Arbitration. Excluded.

4. Jury Trial Waiver. Excluded.

5. Injunctive Relief. Nothing herein limits Grantee’s right to seek injunctive or equitable relief, including actions to quiet title.

IX. GENERAL PROVISIONS

1. Amendments & Waivers. Any modification of this Deed must be in a written instrument executed with the same formalities as this Deed. No waiver of any provision shall be deemed a continuing waiver.

2. Assignment. Grantee may assign this Deed without Grantor’s consent; Grantor may not assign without Grantee’s prior written consent.

3. Successors & Assigns. This Deed binds and benefits the parties and their respective successors and assigns.

4. Severability. If any provision is determined unenforceable, the remainder shall remain in effect, and the court shall reform the unenforceable provision to the minimum extent necessary.

5. Entire Agreement. This Deed constitutes the entire agreement between the parties concerning the Property and supersedes all prior understandings.

6. Counterparts; Electronic Signatures. This Deed may be executed in counterparts and by electronic or PDF signature, each of which shall be deemed an original.

X. EXECUTION & ACKNOWLEDGMENT

IN WITNESS WHEREOF, Grantor has executed this Deed as of the Effective Date.

GRANTOR:

[GRANTOR LEGAL NAME]
By: _______
Name: [SIGNATORY NAME]
Title: [SIGNATORY TITLE]

[OPTIONAL WITNESSES – include only if required or desired]
Witness 1: ____ Date: _
Witness 2: ____ Date: _

GRANTEE (acknowledgment of receipt only, signature not required for validity under RI law):

[GRANTEE LEGAL NAME]
By: _______
Name: [SIGNATORY NAME]
Title: [SIGNATORY TITLE]

NOTARY ACKNOWLEDGMENT

State of Rhode Island
County of [COUNTY]

On this ___ day of ____, 20__, before me, the undersigned notary public, personally appeared [GRANTOR NAME], proved to me through satisfactory evidence of identification to be the person(s) whose name(s) is/are signed on the preceding or attached instrument, and acknowledged to me that he/she/they executed the same for the purposes therein contained.

Notary Public
My Commission Expires: _______

[// GUIDANCE: Acknowledgment block conforms to R.I. Gen. Laws § 34-12-1. Verify most current form before recording.]

EXHIBIT A – LEGAL DESCRIPTION

[INSERT METES AND BOUNDS OR LOT/PLAT DESCRIPTION]

STATE-SPECIFIC RECORDING & TAX NOTES

1. Recording Requirements – Deliver the executed original Deed to the Land Evidence Records office of the municipality where the Property lies. Deed must include (i) preparer’s name and address, (ii) return address, (iii) consideration, and (iv) assessor’s plat/lot number. See R.I. Gen. Laws § 34-11-1 (2023).

2. Real Estate Conveyance Tax – Rhode Island imposes a transfer tax under R.I. Gen. Laws § 44-25-1 (2023). Tax is collected by the local recorder at the time of recording through documentary stamps affixed to the Deed. Rate: [$2.30 per $500 of consideration subject to legislative change]. [// GUIDANCE: Confirm current rate and any municipal surcharges.]

3. Exemptions – If an exemption applies (e.g., conveyance between spouses), insert statutory exemption language in Document Header § 1.3 and present supporting affidavit.

4. Municipal Lien Certificate – Obtain and record a current Municipal Lien Certificate concurrently to avoid delayed recording.

[// GUIDANCE: Deliver the fully executed Deed and Municipal Lien Certificate to the appropriate city/town clerk with applicable recording fee and transfer-tax payment. Retain conformed copies for both parties.]