Assignment contract in real estate: how wholesalers assign a deal

What an assignment contract is and who signs it

An assignment contract (also called an assignment of contract or an assignment agreement) transfers your rights as the buyer under a signed purchase contract to someone else. Cornell's Legal Information Institute defines assignment as a transfer of rights from an "assignor" to an "assignee", with the "obligor" being the party who must perform for the assignee (Cornell LII, checked Oct 2026). In a wholesale deal:

What you sell is your right to buy the house on the contract's terms, often called an equitable interest. You never own the house, so everything rests on your purchase agreement being an assignable contract: one that allows assignment, or at least doesn't restrict it. The same idea applies to options; Texas's statute, for example, covers selling an option as well as assigning a purchase contract (Texas Occupations Code 1101.0045 via Public.Law, checked Oct 2026). New to the model? Start with how wholesaling works.

Assigning doesn't wipe out your own promises: under general contract law, a party that hands off its duties stays secondarily liable unless it is expressly released (same LII source). If your end buyer fails to close, the seller's contract is still with you.

Assignment agreement vs purchase agreement

The purchase agreement sets the deal with the seller: price, earnest money deposit (EMD), inspection period and closing date. The assignment agreement sets the deal with your end buyer: your fee, their deposit, and their promise to close on the purchase agreement's terms. Some wholesalers use a short assignment addendum instead; either way it should identify the original contract by date, parties and property address.

A novation is different: LII defines it as an agreement "to allow for the substitution of a new party for an existing one", which needs both original parties to agree and releases the party replaced (Cornell LII, checked Oct 2026). Wholesalers also use the word for a separate deal structure, covered in our novation guide.

The "and/or assigns" clause

Write the buyer on your purchase agreement as "[Your company name] and/or assigns" so the seller and the title company know someone else may close in your place. Texas A&M's Real Estate Research Center notes that under Texas law, adding "and/or assigns" to the buyer's name or including an explicit assignment provision are ways to give the owner the notice the statute requires, and calls handling it in the original contract the better practice (Texas Real Estate Research Center, checked Oct 2026).

The buyer line is a start, not the whole job:

• Add an assignment paragraph. For example: "Buyer may assign this agreement without Seller's consent. Any assignee takes on Buyer's obligations under this agreement."
• Look for anything that contradicts it. Assignment provisions are where sellers often add conditions, such as their consent or requirements for the assignee (same Research Center article). If your contract says both, have your attorney fix the conflict before you sign.
• Add the disclosure your state requires. Where a state spells out what to tell the seller, a buyer line isn't that disclosure. Oklahoma requires a written statement before signing that you intend to assign or sell your interest for a higher price, plus a cancellation notice next to the seller's signature (Oklahoma SB 1075, enrolled text, checked Oct 2026).

When the contract bars assignment

Whether a real estate contract is assignable depends on its terms and your state's law. Rights can't be assigned where that would materially change the other party's duties (LII), and a contract can put conditions on assignment in its own terms. If yours does, get the seller's written consent, sign an amendment that allows assignment, or buy the house and resell it in a double close. Don't market a contract you can't assign.

What goes in an assignment agreement

This outline lists the sections an assignment agreement should cover, with sample assignment language for your attorney to adapt. It is not a form to sign as is. If you assign while your inspection period is still open, also say whether the buyer gets that contingency.

The disclosure row mirrors the notice Arizona, Maryland and Texas require before you assign (see the state table). Match every name to the purchase agreement and the buyer's proof of funds, and set the buyer's closing deadline inside the purchase agreement's.

In Find, a CRM for real estate wholesalers, contract templates fill in from the deal and produce a PDF, and you can send them for signature in-app or by link, with multiple signers in order, through your own SignWell account (paid plan).

Assignment fees: who pays and who sees them

The end buyer pays the assignment fee:

Assignment fee = [End buyer's total price] minus [Your contract price]

Part of it usually goes into escrow as the buyer's deposit when the assignment is signed, and the rest is paid to you through the title company or closing attorney at closing. Ask the title company what it charges to close an assignment, and write who pays that into the agreement.

Plan as if the seller will see your fee, and ask the title company how it will appear on the closing statements. Two states make the spread part of the up-front disclosure: Oklahoma and Louisiana require you to tell the seller in writing, before any contract is signed, that you intend to sell your interest for a higher price than you are offering them (Oklahoma SB 1075; Louisiana Act 807 of 2026, published by the state's Real Estate Commission; both checked Oct 2026). Texas, by contrast, requires notice of your intent to assign but not of your price or other assignment terms, according to the Texas Real Estate Research Center. If a big fee would sink the relationship, talk price at the kitchen table, not at closing.

How much is an assignment fee? There is no standard amount, and we don't publish an average. Set yours from the buyer's numbers: confirm the after-repair value with our ARV guide, run the rehabber's profit in the fix and flip calculator, and leave the buyer enough margin to close.

Worked example: one assignment, contract to closing

These numbers illustrate the mechanics; they are not from a real deal. Contract price $186,000, EMD $2,000, and an end buyer who pays $201,500 in total, so your fee is $15,500.

Where the money goes at closing, before closing costs and the seller's loan payoff:

For your own deal: [End buyer's total] = [Contract price] + [Fee], and you receive [Fee] + [Your EMD] at closing, minus your share of closing costs.

When something goes wrong, the paperwork decides what happens:

Buying an assignment: checks for the end buyer

If you are the cash buyer on someone else's contract, check these before your deposit goes in:

• Read the purchase agreement: price, closing date, inspection status, EMD and whether it allows assignment.
• Confirm the closer has both agreements and will close the assignment.
• Get the disclosure. In Arizona, Connecticut, Maryland and Texas the wholesaler must tell you in writing that they don't hold title, and Oregon requires its own written wholesaler disclosure to buyers (state table below).
• Check your financing. An FHA-insured purchase "may not involve any sale or assignment of the sales contract" (24 CFR 203.37a via Cornell LII, checked Oct 2026).
• Pay your deposit into escrow with the title company or closing attorney, not to the wholesaler directly.

Assignment vs double close

In a double close you buy the house and resell it in two separate closings instead of handing over your contract.

A double close doesn't take you outside every wholesaling law. Oklahoma's definition of a wholesaler includes anyone who "engages in double closing" (SB 1075), and Louisiana's covers simultaneous closings where the middle buyer doesn't provide all the funds to close with the original seller (Act 807).

Choosing a wholesaler-friendly title company

A title company for wholesaling has closed assignments and double closes before, knows your state's wholesaling rules, and tells you up front what it needs. Where attorneys run closings, ask the closing attorney the same questions. Call two or three before your first contract:

The last question matters most if you wholesale virtually. For a shortlist, ask the buyers on your list where they close their wholesale purchases.

State rules for assignment contracts

These eight states spell out what you must put in writing to the seller, the end buyer or both. Each row links to the statute or the state's own page, checked in October 2026.

Missing a notice has consequences (sources in the table):

• Arizona: the seller can cancel before close of escrow and keep your earnest money.
• Maryland: the owner can rescind if you assign without giving the notice, and the assignee can rescind and get their deposit back.
• Oklahoma: the contract is unenforceable by you, and the homeowner is entitled to the earnest money.
• Louisiana: the seller can void the contract any time before title transfers.
• Oregon: the seller can cancel at any time and keep the earnest money.
• Pennsylvania: a contract missing the required statements can be canceled at any time before conveyance.

Illinois, Nebraska and Oklahoma also tie wholesaling to a real estate license; our guide to whether wholesaling is legal in your state has the full table. If you assign contracts in Florida, California, Ohio, North Carolina or New York, check that state's legislature and real estate commission directly, because this table only includes rules we could read at the source.

Running assignments in Find

Find tracks ARV, rehab, MAO, assignment fee, EMD, contract and closing dates on every deal and calculates the spread. When the contract is ready to assign, publish a branded dispo page, market the deal to buyers you've tagged in one click, and send the assignment for signature. See dispositions in Find or book a demo.