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The California Residential Purchase Agreement (RPA), Explained

By Matthew Martinez, Founder, CEO & Managing Broker, Diamond Real Estate Group. California DRE #01869679.

The California Residential Purchase Agreement (RPA) is the standard offer and contract form the California Association of Realtors (C.A.R.) publishes for buying a home; its full title is the California Residential Purchase Agreement and Joint Escrow Instructions. Once both sides sign it and acceptance is delivered, it is a binding contract that sets the price and financing, the deposit, the contingencies, who pays which closing costs, when the buyer takes possession, and how disputes are handled. Almost every blank and checkbox can be negotiated, and the printed defaults apply only where the parties leave them alone.

Agents in the North Bay and the wider Bay Area typically write offers on the RPA together with a set of C.A.R. advisories, disclosure forms and counter offers. C.A.R. revises the form from time to time, and the revision date is printed in the footer of each page. As of October 2026, C.A.R.’s store lists its guide to the form as last revised December 2025 and says it covers the changes made to the redesigned agreement (12/25), while C.A.R.’s public forms list (updated June 2026) still shows RPA-CA with a 2024-12 revision. C.A.R. publishes a separate Residential Income Property Purchase Agreement (RIPA), so ask your agent which form fits an income property.

The current form text is open only to C.A.R. members. So this guide describes how the RPA has commonly worked in recent versions, using older versions that are publicly posted (a 12/21 copy and a broker’s guide to the 12/22 version) and the California statutes behind it. Treat every form detail below as commonly used in recent RPA versions, and check the form you sign: its wording, paragraph numbers and defaults control.

What the RPA package includes

An offer is rarely the RPA alone. A typical package includes:

The purchase agreement with the price, terms and the buyer’s signature, which becomes the contract when the seller signs it or a counter offer is accepted.
Counter offers, which change specific terms and leave the rest of the RPA in place. Our guide to negotiating a counter offer covers how they work.
Advisories, including C.A.R.’s Statewide Buyer and Seller Advisory (form SBSA, shown as revised 2024-06 on C.A.R.’s June 2026 forms list), a long list of issues, from wells, septic systems and wildfire to permits, rent control and FAIR Plan insurance, that the parties are advised to look into.
Addenda for special terms, for example a contingency for the sale of the buyer’s home, a seller rent-back, or the terms of a probate or trust sale.
Agency and representation documents, including the written buyer representation agreement between the buyer and the buyer’s broker (C.A.R.’s version is form BRBC, revised 2024-12 on its forms list); see our buyer-broker agreement guide.

Read all of it before you sign. Counter offers and addenda exist to change specific printed terms, so read each one against the form and ask your agent how they fit together.

Price, financing and the deposit

The opening terms state the property, the price, the proposed close of escrow and how the buyer will pay: all cash, or a loan of a stated type and amount with the balance of the down payment from the buyer’s funds. The buyer usually attaches a lender’s prequalification or preapproval letter and, for cash or a large down payment, proof of funds.

Recent RPA versions provide for an initial deposit delivered to escrow within a short period after acceptance (a public guide to the 12/22 version reports a default of 3 days), and an optional increased deposit later. The amount is negotiated; there is no legal standard. The deposit is what is at stake if the buyer later fails to perform, so its size and timing matter. Our earnest money deposit guide covers how much buyers typically offer and when it can be lost.

Financing terms to check

Loan type and amount. The offer names the loan type and amount. If your financing plans change after acceptance, tell your agent before you act, because the contract terms and your contingency were written around the original loan.
Appraisal contingency. In recent RPA versions it is its own contingency, separate from the loan contingency (the 12/21 form says removing the loan contingency does not remove the appraisal contingency); it lets the buyer cancel or renegotiate if the property appraises below the price. See our appraisal contingency guide.
Loan contingency. Protects the buyer if the lender will not fund, within the period stated. Our loan contingency guide explains what it does and does not cover.

Contingencies and how they are removed

Recent RPA versions give the buyer a set of contingencies, each with its own time period counted from acceptance: investigation of the property, review of the seller’s disclosures and reports, the preliminary title report, HOA documents where there is an association, the loan, the appraisal and, if added, the sale of the buyer’s own home. Each period can be shortened, lengthened or waived in the offer.

Recent RPA versions use active removal: a contingency does not expire on its own when its deadline passes, and the buyer removes it in writing. The publicly posted 12/21 form says removals must be in writing, and a June 2021 Santa Barbara Independent column notes that the RPA moved from passive to active removal decades ago; check the form you sign. If the buyer has not removed a contingency, the seller can deliver a written notice to perform, and if the buyer still neither removes the contingency nor cancels within the time the notice allows, the seller may cancel. Our notice to perform guide walks through the timing, and the guide to home buying contingencies explains what each one protects.

Calendar every date at acceptance. Deposit, each contingency, the close of escrow and any notice periods all run from the acceptance date.
Order inspections early. General, pest, roof, sewer lateral and, where relevant, well, septic and fire-defensible-space inspections.
Read the disclosures as they arrive. A late or amended disclosure can affect the buyer’s right to cancel.
Ask for repairs or credits in writing before the investigation contingency is removed.
Remove contingencies on a signed form (commonly C.A.R.’s Buyer’s Contingency Removal, CR-B), one at a time or all together, only when the related question is answered.

Disclosures and the buyer’s right to cancel

California law, not the RPA, requires most of the seller’s disclosures. Civil Code section 1102 applies the Transfer Disclosure Statement rules to sales and other listed transfers of single-family residential property, and section 1102.2 exempts some transfers, including court-ordered sales such as many probate sales and certain sales by a fiduciary administering an estate or trust, and the Natural Hazard Disclosure Statement covers the property’s mapped natural hazard zones (our natural hazard disclosure guide explains the zones).

Civil Code section 1102.3 gives the buyer a statutory right to terminate if the Transfer Disclosure Statement, or a material amendment to it, is delivered after the buyer signs the offer: within three days after delivery in person, or five days after delivery by mail or, where the parties agreed to transact electronically, by electronic delivery. The buyer terminates by written notice to the seller or the seller’s agent. In recent RPA versions, the contract’s own period for reviewing disclosures runs alongside that right.

Allocation of costs: who pays for what

Recent RPA versions include an allocation-of-costs section. In the publicly posted 12/21 form it lists escrow fees, the owner’s title policy, county and city transfer taxes, HOA document, certification and transfer fees, a home warranty, smoke alarm, carbon monoxide detector and water heater bracing compliance, and point-of-sale inspections and repairs, with boxes to assign each to the buyer, the seller or both. Check the list in the form you sign. Nothing in state law fixes these allocations. They follow local custom unless the parties agree otherwise.

Custom varies by county and sometimes by city. In Diamond’s North Bay markets the seller customarily pays the transfer tax, but it is negotiable and local custom varies. Escrow and title customs also differ between counties. Our county-by-county guide to who pays closing costs in California sets out the usual split, and any box can be negotiated as part of price.

Closing, possession and the final walk-through

The RPA states the close of escrow date, when the buyer gets possession and keys, and what happens to tenants or personal property left behind. Possession at close of escrow is common; a seller who needs more time can negotiate a rent-back, usually documented in a separate written agreement covering rent, deposit and insurance (C.A.R. publishes lease-after-sale forms for this).

Recent RPA versions also give the buyer a final verification of condition shortly before closing; the contract sets the timing, counted back from close of escrow. In the 12/21 form it is expressly not a contingency of the sale. It confirms that the seller maintained the property as the contract requires and that agreed repairs were done. Use our final walk-through checklist.

When the deal falls apart: deposits, liquidated damages and disputes

Cancellation and the deposit

A buyer who cancels properly under a contingency is generally entitled to the deposit back, less costs the contract allows. Escrow will not release the money without signed mutual instructions or a court or arbitration decision. Civil Code section 1057.3 applies only to purchases of one to four residential units where the buyer intends to occupy one of them. There, a party who fails to sign a release within 30 days after a written demand, without a good-faith dispute, is liable for the amount held, treble damages of at least $100 and no more than $1,000, and reasonable attorney’s fees. See our guide to cancelling a home purchase in California.

Liquidated damages

Recent RPA versions contain an optional liquidated damages clause. In the 12/21 form it applies only if all parties initial it, and the seller then keeps the deposit actually paid as its damages if the buyer defaults; an increased deposit needs a separate signed liquidated damages form. Civil Code sections 1675 through 1678 set the rules. For a dwelling of no more than four units that the buyer intends to live in, an amount actually paid that does not exceed 3% of the price is valid as liquidated damages unless the buyer shows it is unreasonable. If the amount paid exceeds 3%, the clause is invalid unless the seller shows the amount is reasonable. Under section 1677, the clause must be separately signed or initialed by each party and, in a printed contract, set out in at least 10-point bold type or in contrasting red print in at least 8-point bold type.

Mediation and arbitration

Recent RPA versions ask the parties to try mediation before going to court or arbitration. In the 12/21 form, and as attorney D. Keith Dunnagan of BPE Law described the RPA in February 2023, a party who sues without first trying mediation may lose the right to recover attorney’s fees. Arbitration applies only if both parties initial the arbitration clause; the 12/21 form’s notice says initialing gives up the right to a court or jury trial, and it excludes some matters such as foreclosures, unlawful detainers and small claims. Decide on each initialed clause deliberately, with an attorney’s advice if you are unsure.

This is general information about a standard form, not legal advice; before you initial the liquidated damages or arbitration clauses, or sign a contract on a version you haven’t read, talk to a California real estate attorney about your situation.

What buyers and sellers usually negotiate

Term	What buyers often ask for	What sellers often ask for
Contingency periods	Enough time for inspections, loan approval and appraisal	Shorter periods or waivers
Deposit	A modest initial deposit	A larger deposit, or an increased deposit after removal
Costs	Seller pays more of the allocated costs, or a credit	Buyer pays some costs customarily paid by the seller
Repairs	Repairs or a credit after inspections	Sale as-is, with credits capped
Possession	Possession at close of escrow	A rent-back after closing
Price adjustments	A fixed price	An escalation clause or appraisal gap coverage

In multiple-offer situations, terms such as shorter contingencies or an escalation clause can matter as much as price.

Questions people ask

Is the RPA a legally binding contract?

Yes. Once the seller accepts and acceptance is delivered back to the buyer or the buyer’s agent, the signed RPA and any accepted counter offers form a binding contract. The contingencies give the buyer defined ways to cancel without losing the deposit.

Can I use the RPA without an agent?

C.A.R. makes the current form text available only to its members, so it normally comes through an agent. Buyers and sellers without agents usually have a real estate attorney prepare or review the contract.

Do contingencies expire automatically?

Not under the active-removal approach commonly used in recent RPA versions. A contingency stays in place until the buyer removes it in writing or the seller cancels after a notice to perform has expired. Check the form you sign, because versions change and the parties can agree otherwise.

How much of my deposit can a seller keep if I back out?

It depends on whether you cancelled under a contingency and whether both parties initialed the liquidated damages clause, if your version has one. For a home of up to four units you intend to live in, a clause allowing the seller to keep more than 3% of the price is invalid under Civil Code section 1675 unless the seller proves the amount is reasonable.

Who pays the transfer tax in the North Bay?

The seller customarily pays in Diamond’s North Bay markets, but it is negotiable and custom varies by county and city. The allocation of costs section of the RPA records what the parties agreed.

What is the Statewide Buyer and Seller Advisory?

It is C.A.R. form SBSA (revised 2024-06 on C.A.R.’s June 2026 forms list), commonly given to both parties. It lists issues to look into, such as permits and zoning, wells and septic systems, wildfire and other natural hazards, insurance, rent control and short-term rental rules, and contract topics such as liquidated damages and wire fraud.

Can a seller back out after accepting an offer?

Only for reasons the contract allows, such as the buyer’s failure to remove a contingency or perform after a notice to perform has expired. A seller who backs out without a contractual reason risks a claim for breach.

Before you sign, go through the RPA line by line with your agent. If you are planning a purchase, our buyer services include a pre-offer review of every term in this guide, and the home-buying process overview shows where the contract fits in your timeline.

Sources & notes

Last reviewed October 2026 by Matthew Martinez.