Contract

TXR 1801 — Commercial Contract - Improved Property

This is the standard Texas REALTORS purchase and sale contract for improved commercial real property. It establishes the terms for a buyer to purchase commercial property that has buildings, improvements, and fixtures, covering sales price, financing, earnest money, feasibility period, title and sur

Source: TXR
Form Number: 1801
Category: Contract
Revised: July 8, 2022

Used For

Commercial Sales

Form Outline

The TXR 1801 form is organized into the following sections:

  1. Parties
    Identifies seller and buyer as the contracting parties and establishes the agreement to sell and purchase.
  2. Property
    Describes the property and everything conveyed with it, including improvements, fixtures, leases, licenses, trade names, and personal property used in operations.
  3. Sales Price
    Establishes the sales price as the sum of the cash portion at closing and any financing amounts.
  4. Financing
    Defines how the buyer will finance the purchase with options for third-party financing (contingent or non-contingent), loan assumption, or seller financing, each requiring the Commercial Contract Financing Addendum.
  5. Earnest Money
    Requires buyer to deposit earnest money within 3 days of the effective date, with provisions for additional deposits and interest-bearing accounts.
  6. Title Policy, Survey, and UCC Search
    Establishes requirements for title insurance, survey, and UCC search, including deadlines for delivery, buyer's right to object, and seller's optional cure period.
  7. Property Condition
    Establishes property acceptance, the buyer's feasibility period with independent consideration for unrestricted termination rights, inspection rights and obligations, seller's duty to deliver extensive property documentation, and restrictions on seller's operations pending closing.
  8. Leases
    Governs the assignment of existing leases to buyer, restricts seller from modifying leases without consent, requires disclosure of lease issues, and mandates tenant estoppel certificates.
  9. Brokers
    Identifies both brokers, establishes representation roles, defines fee arrangements (by separate agreement or specified in contract), and references broker lien rights under Texas law.
  10. Closing
    Sets the closing date as the latest of three options, details seller's and buyer's closing obligations including deed delivery, document execution, lease assignments, and tenant notifications.
  11. Possession
    Seller delivers possession at closing and funding; unauthorized pre- or post-closing possession creates a tenancy at sufferance.
  12. Special Provisions
    Provides space for custom terms that take priority over conflicting provisions elsewhere in the contract.
  13. Sales Expenses
    Allocates closing costs between seller (lien releases, deed preparation, half escrow fee) and buyer (loan costs, recording fees, insurance, half escrow fee).
  14. Prorations
    Prorates taxes, rents, and expenses through the closing date, assigns rollback tax responsibilities, and requires seller to transfer security deposits and advance payments to buyer at closing.
  15. Default
    Defines remedies for buyer default (seller keeps earnest money as liquidated damages), seller's inability to perform (buyer may terminate or extend), and seller default (buyer may terminate, seek specific performance, or other relief).
  16. Casualty Loss and Condemnation
    Addresses property damage (seller must restore or buyer may terminate/accept with insurance assignment) and condemnation proceedings (buyer may terminate or participate in proceedings).
  17. Attorney's Fees
    Allows the prevailing party in litigation to recover attorney's fees and costs; survives contract termination.
  18. Escrow
    Governs escrow procedures including earnest money application at closing, demand and dispute procedures, 1031 exchange cooperation, and title company liability release.
  19. Material Facts
    Requires seller to disclose known material defects either through the Commercial Property Condition Statement or a detailed 11-item checklist covering environmental, structural, and legal issues.
  20. Notices
    Establishes written notice requirements with multiple delivery methods and optional email consent.
  21. Dispute Resolution
    Requires good-faith negotiation followed by mediation before arbitration or litigation; survives termination.
  22. Agreement of the Parties
    Contains standard legal provisions including binding effect, governing law, severability, the addenda checklist, and buyer's right to assign the contract.
  23. Time
    Declares time is of the essence with a business-day extension for deadlines falling on weekends or bank holidays.
  24. Effective Date
    Defines the effective date as the date the title company receipts the fully-executed contract.
  25. Additional Notices
    Compiles required statutory notices covering title, utility districts, water service, coastal property, lead paint, mold, broker limitations, water levels, PIDs, and license holder disclosures.
  26. Contract as Offer
    First party's execution is an offer that expires at 5:00 p.m. on the specified acceptance deadline.

How RaiderX Agents Use This Form

When you upload a signed TXR 1801 to a deal in RaiderX's Deal Manager, it reads the form's key dates and terms and automatically builds out your deadlines, contingencies, and tasks — so nothing slips through the cracks between contract and closing. Forms with a fill map also support e-signature directly inside RaiderX, so you can send this document for signature without leaving the platform.

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