Wholesale real estate contract: clause checklist, state rules and offer calculator

November 3, 2026|9 minute read|The callflo.ai team

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A wholesale real estate contract is a purchase agreement that lets you control a property and transfer that right to an end buyer for a fee, usually through a separate assignment agreement. Several states now dictate what it must disclose. Use the tool below to work out your offer and your questions for an attorney.

Wholesale offer calculator and clause checklist

Enter sold comps, repairs, your buyer's margin and your fee. The tool gives you an after-repair value, a maximum allowable offer and the spread. Then check the clauses you want to raise, add a state note, and print the sheet for your attorney. It does not write a contract, and that is deliberate.

Wholesale offer calculator and clause checklist

1. After-repair value from sold comps

2. The offer

After-repair value
$254,215
$175.32 a sq ft across 3 comps
Maximum allowable offer
$127,951
ARV less margin, repairs and fee
End buyer's price
$137,951
What your buyer could pay on these numbers
Spread at your price
$12,951
End buyer's price less the seller's price

The formula gives $127,951 to the seller and $137,951 from the end buyer. At your price of $125,000, the spread is $12,951, which is $2,951 above your target fee. An end buyer sets their own numbers, so this only holds if they agree with your ARV and repairs.

The offer if your buyer disagrees

Maximum allowable offer at four ARVs and four repair figures
ARV / repairsAs entered+10%+20%+30%
-10%$110,156$106,156$102,156$98,156
-5%$119,053$115,053$111,053$107,053
As entered$127,951$123,951$119,951$115,951
+5%$136,848$132,848$128,848$124,848

3. Clauses to discuss with your attorney

Check the ones you want on your sheet. With none checked, the sheet includes them all.

Not summarized here. We have not summarized this state here, which does not mean it has no rule. Look for your state real estate commission's guidance and ask a local attorney.

Runs in your browser. Nothing is stored or sent. Comps, repairs, margin and fee are an editable example, and the 30 percent margin is the 70 percent rule of thumb. This tool does not write a contract and is not legal advice. State notes were read in November 2026.

Key takeaways

  • A typical wholesale deal uses two documents: a purchase agreement with the seller and an assignment agreement with the end buyer.
  • Maximum allowable offer equals ARV, less the buyer's margin, repairs and your fee.
  • Illinois, Oklahoma, Pennsylvania, Maryland and Connecticut each have rules that affect a wholesale deal, as read in November 2026. They differ, so a national template is risky.
  • A missing disclosure can cost you the contract. In Oklahoma it makes the contract invalid and unenforceable by the wholesaler.
Purchase agreementAssignment agreement
Who signsSeller and you, as buyerYou and the end buyer
What it doesGives you the right to buy at a set priceTransfers that right to the end buyer
Where your money showsYour price to the sellerYour assignment fee
Main termsPrice, deposit, inspection, title, closing date, right to assignFee, deposit, duty to close on the original terms
Main legal riskMissing state disclosure or cancellation noticeMissing notice to the buyer, or a contract that bars assignment
The two documents in a typical assignment deal. A double close uses two separate purchases instead, and some state laws cover that as well.

What is a wholesale real estate contract?

It is an agreement to buy a property, written so you can pass your right to buy to someone else before closing. You hold a contract right, not the house. Title stays with the seller until a closing happens. If you are new to the model, start with what wholesaling is and how it works, since this page covers only the contract and the offer behind it.

You will find plenty of free templates online. We do not publish one, for a plain reason: the required wording now depends on the state. A form written for one state can be missing a notice that another state requires next to the seller's signature. Pay a local attorney once to build your form, and ask them to review it when the law changes.

What should a wholesale contract include?

At a minimum, expect the parties, the property, the price, the deposit, inspection terms, title terms, the closing date and the right to assign. The checklist in the tool turns each one into a question for your attorney. These four cause the most trouble.

  • Right to assign. A contract can bar assignment, so ask how yours permits it. Do not rely on two words copied from a form.
  • Disclosure of what you are doing. Several states require this in writing before the seller signs. It is also what separates a fair deal from a seller who feels tricked at closing.
  • Inspection and access. Your end buyer needs to see the house. If the contract gives you no right to bring people in, you have a problem on day two.
  • Deposit and default. Know how much you can lose, who holds the money, and what the seller can do if nobody closes.

State laws that change a wholesale contract

Some states regulate the person, through a license or registration. Others regulate the contract, through disclosures and cancellation rights. We read each source below in November 2026. This is a sample and not a full list, and other states have their own rules. Our wholesaling guide tracks more of them.

StateSourceWho it reachesWhat it changes
Illinois225 ILCS 454/1-10Dealing in assignable contracts on 2 or more occasions in any 12-month periodThat pattern falls under the definition of broker
OklahomaSB 1075, effective November 1, 2025Wholesalers of residential real estate, including double closingsWritten disclosure, 2 business day cancellation, set notice by the signature, required form
PennsylvaniaAct 52 of 2024Wholesale transactions in 1 to 4 unit homesFalls under the definition of broker; four statements; cancel until the 30th day after signing or conveyance, whichever is first
MarylandReal Property 10-715, effective October 1, 2025Contracts with owners of owner-occupied homes, 4 or fewer unitsWritten disclosure before contract; notice to assignees; rescission before closing if notice is missing
ConnecticutDepartment of Consumer Protection, from July 1, 2026Anyone wholesaling, including licenseesRegistration, disclosure report, 3 business day cancellation, closing within 90 days unless extended in writing
Selected state rules, read November 2026 from the statute or state agency linked. Summaries are simplified. Confirm the current rule and how it applies to your deal with a local attorney.

Oklahoma shows how specific this gets. The bill sets the words of a notice that must sit near the seller's signature, in at least 12-point bold if typed. The Commission publishes the cancellation form that goes with it. The Commission also said in 2021that the state's wholesaler act requires a real estate license, so ask your attorney how the two fit together for your deals.

Can a realtor wholesale?

Holding a license does not remove the wholesaling rules. Connecticut says licensed brokers and salespersons still need the wholesaler registration. Oklahoma's Commission says licensed wholesalers must follow the license code, including duties that cannot be waived. Your sponsoring broker may have rules too, so ask them first.

How to calculate ARV when wholesaling

ARV, or after-repair value, is what the house should sell for once it is fixed. The tool averages the price per square foot of your sold comps and multiplies it by the size of the subject house. Then it runs this formula:

Maximum allowable offer = ARV x (1 minus buyer's margin) minus repairs minus your fee.

In the default example, three comps average about 175 dollars a square foot, which puts a 1,450 square foot house near 254,215 dollars. At a 30 percent margin, 40,000 dollars of repairs and a 10,000 dollar fee, the offer comes to about 127,950 dollars. The 30 percent is the 70 percent rule flippers use as a rule of thumb.

Look at the table in the tool. If your buyer's ARV is 10 percent lower than yours and repairs run 20 percent higher, the offer falls by roughly 26,000 dollars. Your fee is the part that disappears first. A cash buyer will run their own numbers, so yours only count if they agree.

How to find wholesale properties and buyers

How to find wholesale properties

Most contracts start with an owner who needs a fast, simple sale, such as an inherited or vacant house. The guide to motivated sellers covers where they come from and how to score a lead.

How to find buyers for wholesale real estate

Look for people who already buy for cash in your area. Recent public sale records can show repeat buyers, and local investor meetups and title companies can lead you to more. Be careful how you market: ask your attorney whether you can advertise your contract, because some marketing can look like selling real estate you do not own.

How to start wholesaling real estate with no money

You can start with little money, but not with none. Budget for the attorney-built contract, marketing and an earnest money deposit, which you can lose. Also budget for any license or registration your state requires. No-money programs tend to skip those items, and those are the items that keep a contract enforceable.

Virtual wholesaling and wholetailing

Virtual wholesaling means working a market where you do not live, with local help for photos and walkthroughs. The contract still has to work in the state where the house sits, so have an attorney check that state, and your own. Wholetailing is different: you actually buy the house, do light cleanup, and resell it on the open market. You take title, a loan and holding costs, so a flip budget fits it better than this calculator.

The offer starts with a phone call

This calculator needs an address, condition, repairs and a reason to sell. You usually get those on a call you did not schedule. You mailed 2,000 letters, and the one owner who is ready calls at 6:40pm while you are walking another house. If it goes to voicemail, the next letter in their pile gets the call.

callflo.ai answers that line 24/7, asks your intake questions, captures the lead and texts you the details. On VIP it also books callbacks on your calendar. Starter is 39 dollars a month on annual billing, or 49 dollars month to month, with 120 minutes and extra minutes at 0.98 dollars. It should not quote offers or explain your contract, and we would not set it up to. It also does not fit if you get a few calls a month and can catch them yourself. The guide to an AI answering service for wholesalers goes deeper, and the investors page shows the setup.

Hear what answers your seller line

Call callflo.ai's own AI agent and ask it anything about your business. When you are ready, pick a plan: no setup fee, no contract, and you do not pay unless you are satisfied.

Starter is $39 a month on annual billing. Live on your line about 5 minutes after you sign up.

FAQ

It is a purchase agreement that gives you the right to buy a property and lets you transfer that right to an end buyer for a fee. The transfer usually happens through a separate assignment agreement. Title stays with the seller until closing.

Wholesaling is not banned across the board, but some states regulate it closely. Illinois, Oklahoma, Pennsylvania, Maryland and Connecticut each have rules on licensing, registration, disclosure or cancellation, as read in November 2026. Ask a local real estate attorney before you use a contract.

It depends on the state and your activity. In Illinois, dealing in assignable contracts on 2 or more occasions in any 12-month period falls under the definition of broker. Pennsylvania's definition of broker covers wholesale transactions, and Connecticut requires a state registration.

A license does not remove the wholesaling rules. Connecticut says licensed brokers and salespersons still need the wholesaler registration, and Oklahoma's Commission says licensed wholesalers must follow the license code. Ask your sponsoring broker first.

Average the price per square foot of recent sold comps, then multiply by the size of the subject house. The maximum allowable offer is ARV less the buyer's margin, repairs and your fee. An end buyer will run their own numbers, so yours only count if they agree.

You can start with little money, but not with none. Budget for an attorney-built contract, marketing, an earnest money deposit you can lose, and any license or registration your state requires.

Hear it answer before you decide

Call callflo.ai's own AI agent and ask it anything about your business. When you are ready, pick a plan: no setup fee, no contract, and you do not pay unless you are satisfied.

Call the AI agent: (541) 802-5968See plans and sign up

Starter is $39 a month on annual billing. Live on your line about 5 minutes after you sign up.

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