[WSBARP] Question Regarding PSA

Thu Aug 21 14:12:55 PDT 2025

In addition to what Eric stated (to which I fully agree - particularly the PR deed, which is basically a bargain and sale deed) we include an addendum with limits - including a court approval contingency if case something goes haywire.  Some of the other matters we cover in the addendum, included but not limited to, are:

1. Buyer understands that the sales price reflects the buyer-borne risk of purchasing this Property, including all structures and improvements thereon, "as is" with no representations of warranty whatsoever, including but not limited to:

a.       the condition or habitability of the Property;
b.      the presence or absence of asbestos and urea formaldehyde;
c.       whether or not the Property complies with applicable housing or building codes;
d.      the location of the Property boundaries and the presence or absence of encroachments upon the Property upon adjoining property; and
e.       whether the Property is served by a public water main or public sewer main or other utilities.
f.       the presence or absence of underground heating oil tanks or petroleum based contaminants.

2.      All plumbing, heating, electrical systems and included appliances are sold in "as is" condition at the time of closing.  Seller is not obligated to repair or replace plumbing, heating, electrical systems or included appliances which are presently defective, or become defective prior to closing.

Regards,

Mark

Mark C. Vohr, J.D. CPGC
Ohana Fiduciary Corporation
A Washington Trust Company
155 NE 100th St., Suite 209
Seattle, WA  98125
Telephone:  (206) 782-1189

From: wsbarp-bounces at lists.wsbarppt.com <wsbarp-bounces at lists.wsbarppt.com> On Behalf Of Eric Nelsen
Sent: Thursday, August 21, 2025 11:17 AM
To: WSBA Real Property Listserv <wsbarp at lists.wsbarppt.com>
Subject: Re: [WSBARP] Question Regarding PSA

They survive closing but there's still a 3-year statute of limitations on misrepresentation cases.

On the other hand, a PR should not make any representations or warranties at all. Here's standard language I add as an addendum to any sale of property from an Estate:

                1.  Buyer acknowledges that Seller is the Personal Representative of an Estate and can make no representations or warranties whatsoever, express or implied, regarding the Property because Seller has insufficient information to make such representations or warranties, and because Seller is exempt from property disclosure requirements pursuant to Chapter 64.06 RCW.  Buyer acknowledges that Seller's disclaimer of warranties and representations in this Addendum was bargained for and that the price which Buyer is paying for the Property reflects the lack of warranties and representations by Seller.  Buyer further acknowledges that Buyer has negotiated, by other terms of this Agreement, all inspections and feasibility or other studies which Buyer believes are necessary to determine the condition of the Property, the suitability of the Property for Buyer's purposes, and the truth of those matters material to Buyer upon which Seller makes no representation or warranty.

                2.  The Property (including all structures and improvements thereon) is sold without representation or warranty as to (a) the condition or habitability of the Property, (b) the presence or absence of asbestos, ureaformaldehyde, or other hazardous or toxic substances on the Property, (c) whether or not the Property complies with applicable housing code provisions or governmental laws or regulations, (d) the location of the Property boundaries and the presence or absence of encroachments upon the Property or from the Property upon adjoining property, (e) whether the Property is served by public water, public sewer or other utilities, (f) condition of well, if any, or septic system, if any, and their compliance with applicable governmental requirements, (g) lot size or square footage of the Property, (h) whether the Property complies with applicable governmental laws and regulations, including those pertaining to short platting, (i) zoning of the Property, and (j) any other matter relating to the Property.

                3.  Title shall be conveyed by a Personal Representative's Deed with only the following warranty language: "The Grantor, for itself and for its successors in interest, hereby expressly limits the covenants of the Deed to those herein expressed, and excludes all covenants arising or to arise by statutory or other implication, and does hereby covenant that against all persons whomsoever lawfully claiming or to claim by, through or under said grantor, and not otherwise, grantor will forever warrant and defend the same described real estate."

Sincerely,

Eric

Eric C. Nelsen
Sayre Law Offices, PLLC
1417 31st Ave South
Seattle WA 98144-3909
206-625-0092
eric at sayrelawoffices.com<mailto:eric at sayrelawoffices.com>

From: wsbarp-bounces at lists.wsbarppt.com<mailto:wsbarp-bounces at lists.wsbarppt.com> <wsbarp-bounces at lists.wsbarppt.com<mailto:wsbarp-bounces at lists.wsbarppt.com>> On Behalf Of James Dolan
Sent: Thursday, August 21, 2025 11:12 AM
To: WSBA Real Property Listserv <wsbarp at lists.wsbarppt.com<mailto:wsbarp at lists.wsbarppt.com>>
Subject: [WSBARP] Question Regarding PSA

Warning - this may be a dumb question!  I don't handle a lot of real property transactions, so I want to put this question out to the hive.

Client (Personal Representative) is selling deceased dad's home as PR.  She questions the language in Section 9.9 of the PSA, below, regarding representations and warranties that "survive closing."  Does this mean indefinitely?  Is this standard PSA language, or is there usually a time limit?

9.9. Survivability. The truth and accuracy of the representations set forth in this
Agreement shall constitute conditions precedent to Closing. All covenants of Purchaser or Seller
that are intended hereunder to be performed in whole or in part after Closing, and all
representations and warranties by either Party to the other, shall survive Closing and shall be
binding upon and inure to the benefit of the respective Parties hereto and their respective heirs,
executors, administrators, successors and assigns. As provided herein, the indemnification
obligations set forth in this Agreement shall also survive Closing.

Thanks in advance,

Jim Dolan

=========================

Jones Butler Dolan, PS
P.O. Box 458
10027 SR 532
Stanwood, WA 98292
(tel) 360-336-2939
(fax) 360-336-2949

-------------- next part --------------
An HTML attachment was scrubbed...
URL: <http://mailman.fsr.com/pipermail/wsbarp/attachments/20250821/28ffd7d0/attachment.html>