Contracts, Transaction Documents, and Closing
Formation and form
A valid contract needs offer, acceptance, consideration, capacity, and lawful purpose. Wyoming's statute of frauds requires a writing for the sale of land and for leases beyond the statutory term, and it must be signed by the party to be charged. Listing agreements and buyer brokerage agreements are contracts too, and their terms-term length, compensation, exclusivity-drive later disputes.
The path to closing
Offer, counteroffer, acceptance, earnest money deposit into the broker's trust account, then contingencies: inspection, appraisal, financing, title review. A contingency is a condition; miss the deadline and the protection is gone. Closings typically involve a settlement statement, a deed, title insurance, and payoff of existing liens.
Traps
- A counteroffer terminates the original offer; the original can no longer be accepted.
- Silence is not acceptance; acceptance must be communicated.
- "Time is of the essence" clauses make dates enforceable, not advisory.
- An inspection is not a warranty, and a broad "buyer to verify" clause does not cure a licensee's misrepresentation.
- Earnest money disputes are resolved by the contract's terms, not by whoever is holding the check.
Worked example
Buyer offers $400,000. Seller counters at $410,000. Buyer says nothing for three days, then tries to accept the original $400,000 offer. There is nothing to accept-the counteroffer extinguished it. Buyer must accept the $410,000 counter or make a new offer.