1. Contract Terms Establish Each Party's Legal Duties
California Civil Code § 1624 generally requires a real property sale agreement to be in writing and signed by the party against whom enforcement is sought. An enforceability review begins with the property's description, agreed price, and obligations each party accepted.
Property Description and Signing Authority
A street address may not resolve a parcel or boundary discrepancy. Compare the contract's legal description with the deed and preliminary title report. If an LLC, trustee, or agent signs, confirm the signer's authority. Section 1624 generally requires an agent's authority to enter a real property sale agreement to be in writing.
Payment Terms, Escrow, and Closing Obligations
Review the deposit schedule, remaining purchase price, closing adjustments, and escrow instructions. A real estate transaction review should also reconcile counteroffers and signed amendments. Conflicting payment dates or unclear responsibility for closing costs may lead to disputes even when both parties intend to complete the sale.
Default Clauses and Notice Requirements
An unpaid balance and an unresolved title issue may trigger different contractual remedies. Examine cure periods, notice provisions, and signed extensions. A missed closing date does not necessarily authorize immediate termination. Preserve copies of notices and delivery records showing whether the required procedures were followed.
2. Closing Problems Require Different Legal Responses
A delayed sale may involve an unmet condition, a contractual breach, or a disputed property fact. Before demanding performance or canceling, determine which event occurred and whether the agreement provides an opportunity to resolve it.
Financing Conditions and Loan Approval
A lender's refusal to approve financing does not automatically release the buyer. Review financing contingencies, written extensions, and any signed removal of those conditions. For covered consumer mortgage transactions, federal Regulation Z generally requires receipt of a Closing Disclosure at least three business days before consummation. This federal requirement does not independently grant a right to cancel the purchase agreement.
Title Defects and Residential Disclosures
A preliminary title report may identify liens, easements, or recorded restrictions affecting the property. The contract determines which issues the seller must resolve before closing. California Civil Code § 1102 et seq. Also requires disclosures in certain residential transactions, subject to exemptions. Since January 1, 2026, § 1102.6i requires an electrical-system inspection advisory for covered sales, except qualifying recently completed buildings. The provision requires an advisory, not an electrical inspection.
Commercial Property and Existing Obligations
Commercial agreements may involve tenant leases, security deposits, zoning restrictions, or unfinished improvements. A commercial real estate purchase agreement should identify which obligations transfer at closing and which remain with the seller. Existing leases and unresolved violations may affect the transaction even when the purchase price is undisputed.
Refusal to Complete the Sale
If the seller refuses to sign the deed, compare the closing date with any extensions and the buyer's ability to pay. Loan commitments, available funds, and written requests to close may help establish readiness to perform. If the seller claims an unmet condition, that claim should be examined before selecting a remedy.
3. Contract Breaches May Support Different Remedies
Contract cancellation, legal rescission, specific performance, and monetary damages have distinct requirements. The available remedy depends on the agreement, the alleged breach, and the parties' performance.
Contract Cancellation and Rescission
A cancellation clause may permit withdrawal after a defined event, provided the party follows its conditions. Civil Code § 1689 separately permits rescission for specified grounds, including qualifying fraud, mistake, or failure of consideration. Under § 1691, rescission generally requires prompt notice and restoration or an offer to restore benefits, subject to statutory qualifications. A cancellation notice alone does not establish that every legal requirement was satisfied.
Specific Performance When a Seller Refuses to Convey
A buyer may seek a court order requiring the seller to complete an enforceable property transfer agreement. Civil Code § 3387 presumes that monetary compensation is inadequate for a breach of an agreement to transfer real property. For a single-family dwelling the party seeking performance intends to occupy, that presumption is conclusive. However, the buyer must still establish the requirements for specific performance, including the ability to perform contractual obligations.
Damages and Earnest Money Disputes
Civil Code § 3306 addresses damages when a seller fails to convey property, including qualifying expenses, payments, and value differences. Section 3307 separately addresses damages when a buyer breaches an agreement to purchase real property. Deposit forfeiture depends on the agreement and applicable liquidated-damages rules. For qualifying owner-occupied residential purchases, § 1675 imposes special reasonableness standards, including a 3% threshold that is not an automatic forfeiture. Additional guidance on inspection contingencies and earnest money deposits addresses cancellation-related deposit disputes.
4. 4. Local Records and Filing Rules Affect Property Disputes
Local property records and court procedures may influence the available response. Confirm whether the property lies within Los Angeles city limits and which county office or court has authority over the matter.
City Residential Property Reports
Los Angeles Municipal Code §§ 96.302 and 96.307 generally require designated property reports for covered residential sales within city limits, before contracting or, where the escrow exception applies, before escrow closes. Section 96.303 governs applications and supporting declarations. The City must provide the reports within 15 calendar days after accepting an application. Under § 96.309, failure to furnish a report does not automatically invalidate the sale, although qualifying misrepresentation or mistake may support rescission under § 96.309.1. These city requirements do not automatically apply throughout Los Angeles County.
County Recorder Records and Court Filing
The Los Angeles County Registrar-Recorder/County Clerk maintains recorded deeds, deeds of trust, and other property instruments. Copies may be requested through available channels, although the county does not provide a public online search of its official real estate records index. For civil litigation, the Superior Court's Filing Court Locator helps identify the appropriate courthouse. Represented parties generally must file civil documents electronically under Local Rule 3.4, subject to applicable exemptions.
Contract Deadlines and Statutory Limitations
Code of Civil Procedure § 337 generally provides four years for a lawsuit based on breach of a written contract, measured from when the claim accrues. Contractual notice periods may expire much earlier. Fraud claims, equitable remedies, and arbitration provisions can involve different requirements. Before filing, review the alleged breach date, notice records, applicable deadlines, and any agreement governing the dispute process.
09 Nov, 2026
