What Is a Memorandum of Agreement in Wholesaling?

An MOA (also called a "memorandum of contract" or "notice of equitable interest") is a short document you record at the county recorder's office to protect your deal. Once recorded, the seller can't sell to anyone else without your knowledge — because the title is clouded.

Why wholesalers record memorandums

Here's the problem it solves: you have a property under contract. You've shown it to cash buyers. Now the seller gets nervous about what you're doing, contacts one of your buyers directly, and tries to cut you out. Without an MOA, there's nothing stopping them — no public record of your contract exists.

When you record an MOA, any title search will show that a purchase agreement is in place. A title company won't insure a closing that ignores it. Your buyer can't close with the seller without resolving your contract first. You're protected.

What an MOA contains

The MOA does not disclose the purchase price or your assignment plans. It only puts the world on notice that a contract exists.

How to record it

1. Have the seller sign the MOA at the same time as the purchase contract (or ASAP after)
2. Get both signatures notarized
3. Take it to your county recorder's office (recording fee is typically $30–$80)
4. It's now a public record — title searches will find it

When to record vs. when to skip it

Record when: the deal is valuable, you're showing the property to multiple buyers, or you have any concern the seller might try to go around you.

Skip when: you're closing in 7 days and have a solid relationship with the seller. Recording adds complexity and time — not worth it on simple, fast deals with trusted sellers.

MOA vs. Lis Pendens

A lis pendens is a stronger legal tool recorded when there's actual litigation over a property. Some wholesalers mistakenly think they can record a lis pendens to protect a deal — this is generally not appropriate and can constitute slander of title. An MOA is the right tool for wholesale deals.