How to file a memorandum of contract

If you wholesale or assign contracts, you already know the fear: you tie up a property, start marketing it, and the seller quietly signs with someone else — or their agent talks them out of the deal. A recorded memorandum of contract is the standard, lawful way to reduce that risk. It doesn't win the house for you. It simply tells anyone who checks the public record that a contract already exists.

What is a memorandum of contract?

A memorandum of contract (also called a memorandum of purchase agreement or, for an option, a memorandum of option) is a short, recordable document that gives public notice that a purchase contract exists between a buyer and a seller for a specific property. It references the underlying agreement without publishing its private terms — you generally do not record the full contract, the purchase price, or your assignment fee.

A well-formed memorandum typically identifies:

• The parties — the buyer (you or your entity) and the seller of record.
• The property, by street address and its full legal description.
• The date of the underlying contract, and often its effective and closing dates.
• A statement that a contract exists, and where notice can be sent.

Once it's recorded in the county's real property records, it becomes part of the chain of title for that parcel. Anyone running title — a buyer, a title company, another investor — is on constructive notice that you claim an interest. In practice, that means the property usually can't quietly close with someone else while your memorandum sits on record.

When to file one — and when not to

File one when:

• You have a signed, binding purchase or option contract on the property.
• You have a genuine equitable interest to protect — you intend to close or assign.
• You have a real reason to worry the seller could convey to someone else before you perform.

Do not file one when:

• You don't actually have an executed contract — recording notice of a deal that doesn't exist can expose you to a slander-of-title claim and worse.
• Your only goal is to "tie up" or pressure a seller you never intend to close with.
• The contract has already terminated or expired — that interest is gone.

This is the line that separates a legitimate notice from an abusive one. A memorandum is a notice of something true. If the underlying contract is real and live, recording notice of it is ordinary and defensible. If it isn't, you're recording a false claim against someone else's property — which is exactly what title and consumer-protection laws exist to punish. Jurably requires a genuine, already-signed contract before it will file anything, for this reason.

Whether a memorandum is the right move on your specific deal is a legal question. This guide is general information, not legal advice; if you're unsure, talk to a real-estate attorney in your state.

What you need before you file

Gather these before you start. Missing or wrong information is the number-one cause of a rejected recording:

• The signed contract — fully executed by every buyer and seller.
• Exact legal names of the parties, matching how the seller holds title.
• The property's legal description — lot/block and subdivision, or metes-and-bounds. A street address alone is not enough to record. You'll find the legal description on the current deed or the county appraisal/tax record.
• The parcel or account number from the county appraisal district (helpful, sometimes required).
• Key dates — the contract's effective date and closing date.
• The owner's mailing address from the tax roll, if you plan to send notice (recommended).

The filing process, step by step

The mechanics vary a little by county, but the sequence is almost always the same:

• 1. Confirm the contract is real and signed. Everything below assumes a fully executed agreement.
• 2. Complete the memorandum. Fill in the parties, the property (with legal description), the contract date, and a plain statement that a contract exists. Keep private terms — price, assignment fee — off the document.
• 3. Sign it. The buyer (the party claiming the interest) signs. Sign exactly as your name or entity is stated.
• 4. Get it acknowledged (notarized). County recorders require a notarial acknowledgment before they'll accept the document. See the next section.
• 5. Record it at the county. Submit it to the county clerk/recorder where the property sits and pay the recording fee. Electronic recording (e-recording) is available in many counties and returns an instrument number quickly.
• 6. Send notice to the owner. Best practice is to mail a copy to the owner of record — by certified mail — so there's a paper trail that they were notified. Jurably includes this step and records a sworn certificate of mailing alongside the memo.
• 7. Track it to an instrument number. Once recorded, the memorandum has a book/page or instrument number. Keep that — you'll need it to release the memorandum later.

Notarization: why it is required

To be recorded, a memorandum needs a notarial acknowledgment — the notary confirms your identity and that you signed willingly. That's what makes the document eligible for the public record. Without it, the clerk will reject the filing.

You have a few ways to get that acknowledgment:

• Remote Online Notarization (RON) — sign and get notarized over video in a few minutes, no appointment. This is usually the fastest option (Jurably's RON runs about $40 all-in).
• A mobile notary — a commissioned notary comes to you (or to another signer you designate).
• In person at a bank, shipping store, or notary office.

An acknowledgment (used for recordable documents like this) is different from a jurat (used when you swear a statement is true). The certificate of mailing that accompanies a memorandum is typically sworn — so a proper filing can involve both.

Recording it at the county

Recording is a ministerial act: you submit a document that meets the county's formatting and acknowledgment requirements, pay the fee, and it enters the public record. A few things that trip people up:

• Right county. Record where the property is located, not where you or the seller live.
• Formatting rules. Counties have margin, font-size, and first-page requirements. Nonconforming pages can be rejected or charged extra.
• Return address. The document should say who prepared it and where the recorded copy should be returned.
• Paper vs. electronic. Many metro counties accept e-recording and return an instrument number within hours; smaller counties may still require mail or in-person submission (the "paper rail").

Jurably files instantly by e-recording in the major Texas metros — Harris, Dallas, Tarrant, Bexar, Travis, Collin, Denton, and Hidalgo — and handles the paper rail everywhere else it operates. You can check your county on the coverage map.

After it records: expiration, renewal, and release

A memorandum shouldn't live on a title forever. It exists to protect a live deal — so plan for its exit from the day you file:

• Expiration. A responsible memorandum is time-limited. Jurably's files carry a 90-day auto-expiration, so a forgotten filing doesn't linger on someone's title.
• Renewal. If the deal is still alive at day 90, you can renew with one click rather than letting it lapse.
• Release. When you close — or when the contract dies — release the memorandum promptly. Leaving a stale memorandum on record can hold up the seller's next sale and expose you to liability. Jurably prompts you to release, and the File + Release bundle ($249) bakes the release in from the start.

Common mistakes to avoid

• Using only the street address. Without the full legal description, the county will likely reject it.
• Skipping notarization. No acknowledgment, no recording.
• Recording without a real contract. The fastest way to turn a legal tool into a legal problem.
• Filing in the wrong county. It has to be where the property sits.
• Publishing private terms. Keep your price and assignment fee off the document.
• Never releasing it. A stale memorandum is a title headache and a liability — always clear it when you're done.

Filed correctly, on a real deal, with a plan to release it, a memorandum of contract is a clean, defensible way to protect the interest you actually have. That's the whole idea: notice of something true, recorded properly, and cleared when it's done.

Jurably is a self-help filing service, not a law firm, and does not provide legal advice or represent you. This article is general information for real-estate investors.