Contracts

Annexation Agreements

You need expert legal advice if you own property that it outside a city or other municipality but is the subject of interest for annexation to the city. 

Assignment of Leases, Rents, and Profits as Collateral

If you are seeking a loan and are the owner and holder of a lease, the lender may want an assignment of the lease, rents and profits as security for loaning you money as collateral.  The assignment is only used as security and only permits the lender to collect the payments in the event you do not pay back the loan.

Bills of Sale

When you sell something other than land, such as a vehicle or machinery, both the seller and buyer should have a writing to verify that ownership has been transferred.  Typically, such items would include autos, farm machinery, firearms, and other personal property for which it would be important to prove ownership (or lack thereof).  The Bill of Sale should describe the item(s) with particularity, such as serial numbers, and state the date of the sale, sales price, and that the sale has been paid in full.

Business Asset Purchase and Sale

When selling or purchasing a business, you need to prepare documents listing everything that is being transferred, including bank accounts, inventory, equipment, goodwill, client list, and obligations of the business as well.  If there is going to be financing to purchase the business, this should be part of the agreement.   Also, if the owner of the business is an entity other than an individual, such as an LLC or a corporation, the purchaser will require proof of authority to sell the business.

Business Personal Property Loan Security (Article 9)

One purchasing a business may need to give a security interest in the assets of the business in order to obtain a loan.  Also, a business owner with machinery or equipment may want to apply for a loan and may need to give the lender a security interest in such collateral in order to get the loan.  The lender will prepare documents for the borrower to review and sign.  In the event of a later default in payment, the lender has remedies involving taking possession of the security (personal property).

Cellphone Tower Leases

If Verizon, Sprint or another cellphone company wants to construct a cellphone tower on your private property, you should have a lease prepared to allow the cellphone tower to be placed on your property.  The lease should include the specific location, length of time, the cost to the company for the privilege of using your property and the expense of maintenance being the company’s.

Contracts for the Sale and Lease of Goods (Article 2, 2A)

Sometimes goods (tangible and moveable personal property other than money) are sold or leased between merchants (buyers and sellers of goods for profit) and the parties need a written contract to define their rights and responsibilities.  This includes goods that are paid for in periodic installments (installment sales) and the lease of any personal property involving merchants.

Deeds for interest in real property

Sales of land require that the seller transfer his interest by a written, notarized deed.  The deed is recorded in the County so that everyone can discover who the legal owner of the property is.  This protects the public against scam sales.  The deed needs to contain a legal description sufficient to specifically identify the property, as well as the interest being transferred and what warranties, if any, attach to the transfer.

Development Agreements

This is a voluntary contract between a local jurisdiction and a person who owns or controls property within the jurisdiction, detailing the obligations of both parties and specifying the standards and conditions that will govern the development of the property.  Before constructing any building or addition on your property, you need to check with the local jurisdiction to make sure you comply with all local laws.

Easements: Vehicle Access, Utility, or Conservation

Vehicle Access Easement

A Vehicle Access Easement is an interest in land owned by another person, consisting of the right to use or control the land, or an area above or below it, for a specified limited purpose (such as to cross it for access to a public road).  It needs to be in writing, signed by the owner, and specifically identified as to location.  Also, the parties responsible for maintenance of the easement should be stated, and the easement needs to be recorded.  Without such legal right, the owner of the easement would be trespassing every time he traveled across the landowner’s property.

Utility Easements

Utility easements are areas of a property that were defined for use by utility companies when the property was first put on a plat. They are designated for overhead electric, telephone and television lines and underground electric, water, sewer, telephone, and cable lines. Such easements also must be in writing and recorded so that the public is given notice what utilities have rights in the property.

Conservation Easement

This is an agreement forever binding a parcel of land in a way that preserves a native plant or animal, a natural or physical feature of the land, or some aspect of the land that has some historical, scientific or cultural significance.

Encroachment Agreements

A document can be prepared which covers the situation where one owner’s structure is encroaching on an adjacent owner’s property.  The encroachment agreement provides for the allowance of the encroachment to remain so that it does not have to be removed, or new boundary lines need to be drawn.  Each owner keeps his property even though one person’s structure encroaches on the other (such as a barn or shed).

Farm, Hunting, Land Licenses

If you own a farm or other acreage and want to allow someone to enter your property for a for the purpose of hunting, you should have a written agreement permitting them to do so.  The agreement would specify such items as the price, the dates and times the person is permitted to be on the property, and what you can do if they come when they are not supposed to be there.

Ground and Building Leases

Leases of up to 99 years are created to give a non-owner the right to use and possess land and buildings for a specific period of time and for an agreed upon price.  There are many other terms, such as insurance, ability to sublease, etc., that should also be addressed in the writing.  Leases can be residential (single family residence, duplex, condo, apartment) or commercial (apartment building, farm, shopping mall).

HOA CC&Rs, Bylaws, and Vendor contracts

HOA By-Laws

In planned unit developments and other subdivisions, there are common areas that the owners share.  As a result, a Homeowners’ Association will need documents for all owners to be required to follow.  Homeowners’ Association By-Laws deal with the operation of the non-profit HOA.  They include regular and special meetings of the Association, voting for Board Members, Board Member meetings, amending their rules, and maintaining the character of the area.

HOA CC&R’s

In planned unit developments and other subdivisions, there are common areas that the owners share.  As a result, a Homeowners’ Association will need documents for all owners to be required to follow.  The Covenants, Conditions, and Restrictions limit the ability of the owners to use their property so as to preserve the property value of all owners in the HOA.

HOA Vendor Contracts

If grass needs to be mowed, the community pool needs to be cleaned, or snow needs to be removed, written Vendor Contracts need to be prepared to properly maintain the property.   This may also include street lighting, legal and accountant fees, etc.

Judgments

Judgments cover a wide variety of issues.  A quiet title judgment will determine the rights of conflicting claims of persons to land.  An eviction will order a person in possession of land to vacate the premises.  A money judgment from the Court is an order that someone owes money to the other party.  If a money judgment is recorded, it becomes a lien on all property of the debtor in the county of recordation.  All legal disputes that are not settled by agreement are resolved in Court by the Court’s Judgment.

Land Purchase and Sale

Anyone selling or buying land needs a written agreement covering a multitude of issues, including purchase price, loan terms, date of completion of purchase/sale, escrow, title policy, certain contingencies, penalties for backing out of the agreement, etc. In Idaho agreements to sell or buy land are usually unenforceable without a writing.

Lease Amendments, Modifications or Assignments

Many leases need to be changed from time to time, regarding such things as payment, scope of property, terms, and dates.  Once a lease expires the parties need to have a meeting of the minds what happens at that time. Any changes in the terms of a lease should be in writing and signed by all parties.

Leases: Commercial or Residential

If you lease property, the writing should specify the term of the lease; any notice requirements in the event of a default in payment; amount of payment; address of the property; if there is an option to purchase or right of first refusal in the event of a sale; and remedies for any breach of the lease agreement. 

Letters of Intent (Pre-Negotiation Agreement)

This is a written statement detailing the preliminary understanding of parties who plan to enter into a contract.  It is not legally binding but is used as a basis for further discussions before drafting a final binding, written agreement.

Name Licensing

If you want to start up a business, like Starbuck’s or Pier One, you will need to obtain a license of the name, if it is already in use.  Alternatively, if you have a business and want someone else to use your business name, you can license them to do so.  The agreement should protect you from liability for the acts of the other person.  If you are going to operate a business under an assumed name you need to notify the Secretary of State that you will be “Doing Business As” the name you choose.

Office Building Sales-Purchase Agreements

This is similar to a Land Purchase and Sale. You need a written agreement covering a multitude of issues, including purchase price, loan terms, date of completion of purchase/sale, escrow, title policy, certain contingencies, penalties for backing out of the agreement, etc. Also, if you are not purchasing the land, you need to address the issue of use of the land.

Operating Agreements for LLCs and other Corporations

A Limited Liability Company (LLC) is similar to a Corporation except that it is taxed differently.  An LLC needs an Operating Agreement that sets out the financial and managerial rights of the company’s members.  Such agreement includes, among other things, voting rights, buy-sell agreements for a shareholder leaving the LLC, and termination of the LLC.  The Bylaws of the Corporation are similar to the Operating Agreement of an LLC.

Promissory Notes; Deeds of Trust

When getting a loan for the purchase of real estate, the lender typically requires the borrower to sign a Promissory Note and a Deed of Trust.  The Promissory Note is the promise to pay back the loan and includes the amount, interest rate, and payment.  The Deed of Trust is a document that is recorded and becomes a lien on the real estate in favor of the lender as security that the loan will be repaid.  It includes the legal description of the property, references the Promissory Note the borrower signed, and the remedies available to the lender if the payments on the Note are not timely made.

Purchase and Sale Agreements: Residential or Commercial

The initial contract between a buyer and seller of real estate is the Purchase and Sales Agreement.  It specifies the terms both sides have agreed to after they have negotiated and come to a meeting of the minds.  It contains the sales price, down payment, time to seek and obtain financing, estimated date of completion of sale, and any contingencies foreseen.  The agreement is usually legally binding when all parties have signed.

Record of Surveys

A Record of Survey is an official map (18 x 26) that is reviewed by the County Surveyor’s Office and then recorded with the County Recorder’s Office. This map represents a survey made on the ground and delineates the deed described lines. The map shows where one person’s property ends and his neighbor’s property begins.  In some cases, a boundary line adjustment can be accomplished by the filing of a Record of Survey, even without signing a separate deed.

Road Agreements

Agreements made between neighbors for the maintenance or location of road between property.

Sale of Development Rights Agreement

Development rights can add value to a property, as they underscore the development potential of that property. A special type of development rights is represented by the Transferable Development Rights, which can compensate owners for not being allowed to develop certain properties because of legal limitations. By allowing the transfer of rights, the government tries to leave certain areas undeveloped while encouraging the rehabilitation of others. If for preservation reasons (cultural or historic) a property owner is prohibited from building more on a property, he or she can be given development rights elsewhere, where development is encouraged. The owner can sell these rights to a developer from the new area, being, thus, compensated for not being able to develop his or her own property.

Shared Well and Septic Agreement

Sometimes a well or septic system is used by more than one lot.  If each lot is owned by a different landowner, the parties who share the septic system or well need an agreement on the cost of operating and maintaining it.  Also, there needs to be an easement granted to the lot owner for access to the well and septic system.

Warranty or Quitclaim Deeds

Warranty Deeds

A warranty deed is normally required when you sell a parcel of real estate.  It needs to be signed, notarized and recorded.  When you sign it, you are warranting that you are conveying good title to the purchaser of your property.

Quitclaim Deeds

Quitclaim Deeds are transfers of one’s interest in a parcel of real estate, but carry no warranties.  If two persons are applying for a loan and one had bad credit, a quitclaim deed may be used to take the person with bad credit off title so the one with better credit can obtain a loan. Another example is that a quitclaim deed can change the title from one spouse to the other spouse or into the names of both spouses.  There is usually no money being paid to someone signing a Quitclaim Deed.