San Jose Real Estate Transactions Lawyer: Closing Review

A scheduled closing date does not mean every contractual condition has been completed. Financing, appraisal, inspection, repairs, document delivery, title clearance, possession, or another contingency may still affect the parties' duties.

The agreement may also address deposits, contingency removal, credits, allocation of costs, and the consequences of nonperformance. A real estate transaction review should therefore focus on the remaining contractual conditions rather than the closing date alone.

The controlling terms may extend beyond the original agreement. Counteroffers, addenda, repair agreements, credits, extensions, and signed modifications can change what must occur before closing.

Emails and informal communications may provide context, but they should not automatically be treated as amendments. Their legal effect depends on the agreement, applicable law, and the parties' conduct.

An inspection problem does not automatically allow a buyer to cancel, require repairs, or demand a credit. The available response depends on the purchase agreement, the scope of any inspection contingency, and whether the applicable deadline remains open.

The important point is whether the finding triggers a right preserved by the contract.

California Civil Code §§ 1102 through 1102.17 generally require statutory disclosures for covered residential transfers, including the Transfer Disclosure Statement, subject to applicable exemptions.

A disclosure package does not replace independent investigation. Inspection, appraisal, title review, and statutory disclosures address different risks, so they should not be treated as interchangeable parts of due diligence.

Under California law, a preliminary title report is principally an offer to issue a title insurance policy subject to listed exceptions. It is not an abstract of title or a representation of the condition of title and may not identify every lien, defect, or encumbrance affecting the property.

Its listed exceptions still matter because they show matters the proposed policy may exclude from coverage. Some may be acceptable within the transaction, while others may require payoff, release, correction, or further investigation.

Questions about coverage can overlap with title insurance, but reviewing an exception and determining whether a title policy insures against a later loss are separate inquiries.

Existing deeds of trust, tax liens, judgments, easements, or other recorded interests may affect the interest the seller is required to convey.

Title and escrow personnel may coordinate payoff and recording documents, but the purchase agreement determines what the seller promised to remove and what the buyer agreed to accept.

A lender may require additional underwriting information, appraisal conditions, insurance, or other items before funding. Those requirements are not automatically the same as a financing contingency contained in the purchase agreement.

For many consumer mortgage transactions, federal Regulation Z separately requires a Closing Disclosure. The creditor generally must ensure that the consumer receives the initial Closing Disclosure at least three business days before consummation.

These federal mortgage requirements should be kept separate from California contract and property-disclosure rules. Loan-specific issues may also require review of mortgage loan origination.

Escrow instructions should correspond with the purchase agreement, amendments, lender requirements, title documents, and agreed credits or prorations.

A mismatch can affect funding, recording, or the final allocation of money. It is therefore more than an administrative detail and should be identified before the transaction closes.

San José imposes its Measure E Real Property Transfer Tax on qualifying transfers. Effective July 1, 2025, transfers valued at up to $2.3 million are exempt. Transfers valued over $2.3 million through $5 million are subject to a 0.75% rate, transfers over $5 million through $10 million to a 1% rate, and transfers over $10 million to a 1.5% rate. The next scheduled CPI adjustment to the exemption threshold is July 1, 2030.

Measure E should be distinguished from other conveyance, county, recording, lender, title, or escrow charges that may appear in the closing figures.

The deed should identify the correct grantor, grantee, property, and intended vesting. The ownership form can have consequences beyond closing, so the deed should match the arrangement the parties intend to create.

Recording places the executed transfer document into the public record. Questions about the instrument and recording process may overlap with deed recording, but the deed itself should be reviewed as the document carrying out the ownership transfer.