[WSBARP] Question Regarding PSA

Fri Aug 22 08:12:41 PDT 2025

Absent this specific language in the PSA or on the deed itself, does a PR
deed contain any warranties, even limited warranties from a B&S deed? I
have seen multiple attorney opinions on this, but can find no case law or
statute stating one way or the other.

On Thu, Aug 21, 2025 at 2:13 PM Mark Vohr <mcv at ohanafc.com> wrote:

> 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
>
>
>
> *From:* wsbarp-bounces at lists.wsbarppt.com <
> 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>
> *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
>
>
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>
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-- 

Ryan Castle
Castle Law Firm, PLLC
Managing Attorney
T: 360-592-3504
1313 E. Maple St., Suite 790
Bellingham, WA 98225
https://ryancastlelawfirm.com/
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