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Can a Utah Real Estate Agent Draft the Promissory Note and Trust Deed?

Where the line usually falls for Utah agents on a seller-financed deal: what the agent fills out, what a Utah attorney drafts, and what the title company handles.

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Informational onlyThis page is general information about Utah law, not legal advice for your situation. Reading it doesn't create an attorney-client relationship. Read the disclaimer.

Usually, no. In a typical Utah deal, the agent fills out the state-approved REPC and Seller Financing Addendum, and a Utah attorney drafts the promissory note and trust deed. If the seller still has a loan, the agent also owes a written due-on-sale disclosure. That disclosure is part of the agent's job, and it cannot wait.

Can a Utah real estate agent draft the promissory note and trust deed?

In practice, agents do not draft custom notes and trust deeds. Agents complete state-approved forms. The custom financing documents go to an attorney, and most brokerages put that in writing.

Treat this section as practice guidance, not a single rule with a citation. Here is what typically happens, and why.

Start with the form every agent already uses. The state Seller Financing Addendum warns that real estate brokers are not qualified or licensed to ensure the financing complies with the law (Seller Financing Addendum). That warning is printed on the form itself. It tells the parties the addendum is not the whole job.

Next, look at the licensing rule. Licensees may not alter state-approved form boilerplate, and they must use approved addenda (Utah Admin. Code R162-2f-401b). That keeps agents inside a defined box. A promissory note with a custom balloon, a late fee, and default terms is outside the box.

The safest step for an agent is simple. Read your brokerage's written policy on financing documents. Most say the agent does not draft them. If yours is silent, ask your principal broker before the deal gets that far.

That is not a limit on your value. It is the reason you look good at closing. You spot the issue, you send it to the right person, and the deal closes clean.

What does the state-approved form set actually cover?

The approved forms cover the purchase terms and the financing choices. They do not replace a note drafted for the seller's specific terms.

Utah keeps a list of state-approved forms (Utah Admin. Code R162-2f-401f). For a seller-financed deal, the key one is the Seller Financing Addendum, effective October 20, 2021 (Seller Financing Addendum (state-approved form, Oct. 20, 2021)). Section 1 of the addendum offers two choices: Note and Deed of Trust, or Note and All-Inclusive Deed of Trust (Seller Financing Addendum § 1).

If the parties choose the all-inclusive option, the seller must provide evidence within 10 days that underlying payments are current (Seller Financing Addendum § 4). The seller also discloses the underlying loan documents (Seller Financing Addendum § 5). Those are deadlines an agent tracks.

Two older forms are also on the approved list. One is the All Inclusive Trust Deed, dated October 1, 1983 (All Inclusive Trust Deed (state-approved form, Oct. 1, 1983)). The other is the All Inclusive Promissory Note Secured by All Inclusive Trust Deed, same date (All Inclusive Promissory Note Secured by All Inclusive Trust Deed (state-approved form, Oct. 1, 1983)). Both are meant for a sale where the new note wraps an existing loan. Whether a 1983 form fits a 2026 deal is a judgment call for an attorney. This article does not describe their clauses.

For a field-by-field walkthrough, see how to fill out the Utah Seller Financing Addendum.

Who does what on a seller-financed closing?

The agent runs the transaction and the state forms. The attorney drafts and explains the financing documents. The title company closes, insures, and records.

Here is how the work typically splits. Every deal varies, and some title companies prepare more than others.

TaskAgentAttorneyTitle company
REPC and Seller Financing AddendumFills out and negotiatesReviews on requestReceives a copy
Due-on-sale written disclosureGives it before a binding agreementExplains the risk and optionsNot typically involved
Promissory note terms (rate, balloon, late fee, default)Passes along the agreed termsDrafts the noteDoes not typically draft
Trust deed or all-inclusive trust deedNotes the addendum choiceDrafts it, names a qualified trusteeRecords it
Legal advice to buyer or sellerRefers outAdvises the clientDoes not advise
Title search and title insuranceOrders or coordinatesReviews exceptionsSearches, insures
Closing, signing, and recordingAttends and coordinatesSends closing instructionsCloses and records
Payment servicing setupSuggests a servicerDrafts the servicer setup letterMay hold funds if it offers that

Notice the trustee line. Only a Utah attorney with a Utah office, or a licensed Utah title company, can exercise a trust deed's power of sale (Utah Code § 57-1-21). A trust deed that names the wrong trustee can cause trouble later, when the seller needs to foreclose.

The agent one-pager is a short version of this table you can hand to a seller.

What due-on-sale disclosure does the agent owe?

If the seller has a loan on the house, you owe a written due-on-sale disclosure before a binding agreement. It covers the clause and what could happen if the sale goes forward without the lender's authorization.

The rule is specific. A licensee must disclose in writing "the existence or possible existence of a due-on-sale clause in an underlying encumbrance on real property; and ... the potential consequences of selling or purchasing a property without obtaining the authorization of the holder of an underlying encumbrance" (Utah Admin. Code R162-2f-401a(6)(d)).

That duty applies to licensees. It does not depend on whether an attorney is involved. So even when the attorney drafts everything else, this disclosure is yours.

A clean way to handle it:

  1. Ask the seller early whether any loan is recorded against the house.
  2. Give the written disclosure before the REPC is signed.
  3. Keep a signed copy in the file.
  4. Refer the seller to an attorney to talk through the risk.

How do you manage the due-on-sale risk once it is disclosed?

Disclosure names the risk. The parties still need a plan for it. The plan is written down before closing, not improvised after a lender letter arrives.

What typically helps:

  • A third-party servicer. It collects the buyer's payment and pays the seller's lender first. See third-party note servicing.
  • Payoff numbers in hand. The seller knows the loan balance and what an acceleration would require.
  • Reserves. Someone has cash or a credit line set aside if the lender calls the loan.
  • An exit plan. The buyer's refinance, a sale, or a seller payoff, with a rough date.
  • Insurance done right. The seller's lender and the seller both stay protected on the policy.
  • Written acknowledgment. Both parties sign that they understand the due-on-sale risk.

The guide to selling with a mortgage walks through each of these. The which-instrument tool helps you see which structure the addendum choice points to.

What can the agent say about the note terms?

You can talk business terms all day. Price, down payment, rate, payment amount, and balloon date are deal points, and agents negotiate deal points. The line is legal advice about what those terms mean or whether they comply.

Here is the difference in practice. "The seller will carry $300,000 at 6.5% with a balloon in year five" is a deal term. You can put it in the addendum and negotiate it. "A balloon is fine for this seller under federal lending rules" is a legal conclusion. That one goes to an attorney.

A few examples of where agents typically stay, and where they refer out:

  • Fine for the agent: showing the seller a payment at a given rate in the seller-carry calculator.
  • Fine for the agent: explaining what each field on the addendum asks for.
  • Fine for the agent: tracking the 10-day deadline for proof that underlying payments are current.
  • Refer out: whether the seller needs a license to carry the note.
  • Refer out: whether a late fee or prepayment term is enforceable.
  • Refer out: which instrument protects the seller best on this property.

The same goes for the buyer. If the buyer asks what happens on default, point to the documents and the attorney. A buyer who is not represented may want their own attorney to review the note. That is normal, and it protects everyone.

None of this makes the agent less useful. Agents keep these deals moving. You know the timelines, the parties, and the forms. The attorney fills one piece. A clean handoff is a sign of a professional, and sellers notice it.

When should the agent bring in an attorney?

Bring in an attorney as soon as the parties agree on seller financing. Earlier is easier. The note terms often shape the REPC deadlines, not the other way around.

Some moments where a referral pays for itself:

  • The seller has a loan on the property.
  • The parties want a balloon payment or an unusual rate.
  • The buyer is an LLC, or the seller is carrying more than one note this year.
  • Anyone mentions a contract for deed or a lease option.
  • The title company asks who is drafting the note.

When you send the deal, include the REPC, the addendum, and the seller's loan statement if there is one. That lets the attorney start without a second round of questions. The For Agents page explains how to send a deal. The services page lists what the $750 covers. For the bigger picture, read the agent's guide to Utah seller financing.

What Greg would tell you

The agent who spots the financing question and hands it off cleanly is the one the seller remembers. Fill out the addendum, give the due-on-sale disclosure in writing, and let the attorney carry the note and trust deed. Your brokerage's policy is the place to start.

Frequently asked questions

Can a Utah real estate agent draft a promissory note?

In practice, agents fill out state-approved forms and leave the custom note and trust deed to an attorney. The state Seller Financing Addendum warns that brokers are not qualified or licensed to ensure the financing complies with the law. Check your brokerage's policy, which usually says the same thing.

Can an agent use the state-approved All Inclusive Trust Deed form?

The All Inclusive Trust Deed and the All Inclusive Promissory Note are state-approved forms dated October 1, 1983. Whether they fit a particular deal is a legal question. Most brokerages send that choice, and any custom terms, to an attorney.

What disclosure does a Utah agent owe when the seller still has a mortgage?

Before a binding agreement, a Utah licensee must disclose in writing the existence or possible existence of a due-on-sale clause. The disclosure also covers the potential consequences of selling without the lender's authorization.

Can the title company draft the note and trust deed instead?

What a title company will prepare varies by company. Many close and record documents but ask the parties to bring an attorney-drafted note and trust deed for a seller-carry. Ask the title company early what it will and will not prepare.

Who can be the trustee on a Utah seller-financed trust deed?

Only a Utah attorney with a Utah office or a licensed Utah title company can exercise the power of sale. Naming a qualified trustee matters if the seller ever needs to foreclose.

This site is for general information about Utah law and is not legal advice. Using it does not create an attorney-client relationship. Every transaction is different — talk to an attorney about yours. Attorney advertising.

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