ESCROW AGREEMENT FOR THE SALE CONSIDERATION
- TRANSACTION AND ESCROW
On __________, __________, __________ and escrow agent __________, of __________, establish escrow for __________ under __________.
Escrow amount: __________. Funding source: __________. Funding schedule: __________.
- RELEASE CONDITIONS
Release trigger: __________. Conditions/documents: __________.
Partial release: __________.
- REFUND AND LONG-STOP
Refund trigger: __________. Long-stop date: __________. Dispute hold: __________.
- INTEREST, FEES AND COMPLIANCE
Interest: __________. Escrow fee: __________; allocation: __________.
Compliance: __________. Escrow agent email: __________.
- ESCROW AGENT LIMIT
The escrow agent acts as stakeholder according to these written release/refund conditions. It does not certify title, guarantee registration, decide the merits of a buyer-seller dispute, or release disputed funds merely because one party demands them.
Section 54 of the Transfer of Property Act, 1882 treats a contract for sale as an agreement that a sale will take place on settled terms; the contract does not by itself create an interest in or charge on the property. The final transfer of ownership must occur through the legally required conveyance/registered instrument.
1A. SEGREGATED ESCROW RECORD
The escrow arrangement should identify the bank/account structure used by the escrow agent and ensure transaction money is distinguishable from the agent’s operating funds. The parties should receive deposit acknowledgments and statements sufficient to trace incoming funds. This agreement does not itself make any person legally qualified to provide regulated payment or fiduciary services; the selected provider must operate within its own lawful framework.
2A. OBJECTIVE RELEASE TEST
Release conditions should be documents or events the escrow agent can verify objectively: joint written instruction, registered conveyance evidence, named lender NOC, possession memo or another specified record. The escrow agent should not be asked to decide whether title is “good” or whether one party committed a complex breach. Those questions belong to the parties, advisers or dispute forum.
2B. EXISTING-LOAN PAYOFF
A partial release to the seller’s lender should identify the lender, payoff evidence and purpose. The escrow agent should release only the amount/instruction authorised, and the resulting mortgage release/original-document delivery should remain a condition for releasing the balance where so agreed. Any revised payoff amount should be supported by an updated lender statement.
3A. DISPUTED INSTRUCTIONS
If the buyer says refund and the seller says release, the escrow agent should follow the agreed hold mechanism rather than choose a commercial winner. Funds should remain protected while the parties obtain joint instructions, settlement, arbitration/court order or another binding direction described by the agreement. Escrow fees and bank charges accruing during a dispute should be allocated expressly if material.
4A. INTEREST AND BANK CHARGES
No party should assume escrow funds earn interest. If the account produces interest, actual credited interest should be allocated only after bank charges, withholding and provider terms are known. If the parties want the economic benefit to follow the buyer until completion and the seller after a specific milestone, that allocation should be stated rather than inferred.
4B. FAILED OR REVERSED PAYMENT
A deposit instruction is not complete until funds are cleared and irrevocably available according to the banking system. Returned, reversed or compliance-blocked transfers should not be treated as escrow funding. The escrow agent should notify the parties and update the funded balance before any release condition is tested.
PERSONAL DATA NOTICE
This notice is given under the Digital Personal Data Protection Act, 2023. Personal data in this document is collected only to receive, hold, release or refund sale consideration under the stated escrow conditions, communicate about that purpose, verify expressly supplied transaction information, and retain an evidentiary record.
The record will be held by __________ and may be shown only to the buyer, seller, authorised broker/property consultant, advocate, lender, escrow agent, valuer, registration/revenue authority, promoter/association, tax professional or other person directly involved in the stated transaction and due-diligence process.
If the proposed transaction does not proceed, the personal data will be retained for 90 days from the final cancellation/withdrawal decision and then erased, except for records needed for a live dispute or a named statutory retention duty. If the transaction proceeds, the record will be retained for the transaction period plus 12 months and then erased unless a longer statutory period applies.
A person named in this document may withdraw consent for future consent-based processing, request correction or erasure when the stated purpose has ended, or raise a grievance by writing to __________. The record-holder should acknowledge and respond within 30 days.
Data minimisation: this document does not require full Aadhaar numbers, Aadhaar copies, passwords or bank credentials. Identity and tax documents should be collected only through the dedicated KYC/tax workflow where necessary.
Personal-data instruction: __________.
EXECUTION
Seller: __________
Seller address: __________
Buyer: __________
Buyer address: __________
Escrow agent: __________
Record-holder: __________
Seller contact:
Buyer contact: