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Deed
A deed, commonly, is a legal document that is signed and delivered, especially one regarding the
ownership of property or legal rights. More specifically, in common law, a deed is any legal
instrument in writing which passes, affirms or confirms an interest, right, or property and that is
signed, attested, delivered, and in some jurisdictions, sealed. It is commonly associated with
transferring (conveyancing) title to property. The deed has a greater presumption of validity and is
less rebuttable than an instrument signed by the party to the deed. A deed can be unilateral or
bilateral. Deeds include conveyances, commissions, licenses, patents, diplomas, and conditionally
powers of attorney if executed as deeds. The deed is the modern descendant of the medieval
charter, and delivery is thought to symbolically replace the ancient ceremony of livery of seisin.[1]

The traditional phrase signed, sealed and delivered refers to the practice of seals; however,
attesting witnesses have replaced seals to some extent. Agreements under seal are also called
contracts by deed or specialty; in the United States, a specialty is enforceable without
consideration.[2] In some jurisdictions, specialties have a liability limitation period of double that
of a simple contract and allow for a third party beneficiary to enforce an undertaking in the deed,
thereby overcoming the doctrine of privity.[3] Specialties, as a form of contract, are bilateral and
can therefore be distinguished from covenants, which, being also under seal, are unilateral
promises.

Requirements
At common law, to be valid and enforceable, a deed must meet several requirements:

It must state on its face that it is a deed, using wording like "This Deed..." or "executed as a
deed".
It must indicate that the instrument itself conveys some privilege or thing to someone.
The grantor must have the legal ability to grant the thing or privilege, and the grantee must
have the legal capacity to receive it.
It must be executed by the grantor in presence of the prescribed number of witnesses, known
as instrumentary witnesses (this is known as being in solemn form).
In some jurisdictions, a seal must be affixed to it. Originally, affixing seals made persons parties
to the deed and signatures optional, but seals are now outdated in most jurisdictions, so the
signatures of the grantor and witnesses are primary.
It must be delivered to (delivery) and, in some jurisdictions, accepted by the grantee
(acceptance).[4]
Under the law of England and Wales, a deed may be delivered or otherwise handled in one of three
ways:

it may be delivered as an unconditional deed,

it may be delivered as a deed in escrow, or
it may be handed to an agent who has instructions to deal with it in a certain manner.[5]
Deeds delivered unconditionally are irrevocable.[5]

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Section 46(2) of the UK's Companies Act 2006 states that a document executed as a deed by a
company is presumed to be delivered upon execution, but this presumption can be rebutted if a
contrary intention is proved.[6]

Conditions attached to the acceptance of a deed are known as covenants. A deed indented or
indenture[7] is one executed in two or more parts according to the number of parties, which were
formerly separated by cutting in a curved or indented line known as the chirograph.[8] A deed
poll is one executed in one part, by one party, having the edge polled or cut even, and includes
simple grants and appointments.

Deeds of conveyance

General and special warranty

In the transfer of real estate, a deed conveys ownership from
the old owner (the grantor) to the new owner (the grantee), and
can include various warranties. The precise name and nature of
these warranties differ by jurisdiction. Often, however, the
basic differences between them is the degree to which the
grantor warrants the title. The grantor may give a general
warranty of title against any claims, or the warranty may be
limited to only claims which occurred after the grantor
obtained the real estate. The latter type of deed is usually
known as a special warranty deed. While a general warranty
deed was normally used for residential real estate sales and
transfers, special warranty deeds are becoming more common
and are more commonly used in commercial transactions.
The original 1636 Indian deed
creating the Colony of Rhode Island
Bargain and sale deed signed by Native American Chief
Canonicus to Roger Williams
A third type of deed, known as a bargain and sale deed,
implies that the grantor has the right to convey title but makes
no warranties against encumbrances. This type of deed is most commonly used by court officials or
fiduciaries that hold the property by force of law rather than title, such as properties seized for
unpaid taxes and sold at sheriff's sale, or an executor.

Quitclaim deed
A so-called quitclaim deed is (in most jurisdictions) actually not a deed at all—it is actually an
estoppel disclaiming rights of the person signing it to property.

Deed of trust
In some jurisdictions, a deed of trust is used as an alternative to a mortgage.[9] A deed of trust is
not used to transfer property directly. It is commonly used in some states — California, for example
— to transfer title to land to a “trustee”, usually a trust or title company, which holds the title as
security ("in escrow") for a loan. When the loan is paid off, title is transferred to the borrower by

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recording a release of the obligation, and the trustee's contingent ownership is extinguished.
Otherwise, upon default, the trustee will liquidate the property with a new deed and offset the
lender's loss with the proceeds.

Deeds as alternatives to bankruptcy

Deed of arrangement – document setting out an arrangement for a debtor to pay part or all
outstanding debts, as an alternative to bankruptcy; (Australian law).[10]
Deed of assignment – document in which a debtor appoints a trustee to take charge of
property to pay debts, partly or wholly, as an alternative to bankruptcy; (Australian law).[10]

Sanad
Sanad, also spelt as sunnud, was a deed granted to the rulers of
native princely states in British India confirming them in their
ruling position in return for their allegiance to the British Raj.

Sanad of adoption
Since the extinction of the royal bloodline would be a ground
for annexation of a principality by the British,[11] some rulers
were also granted sanads of adoption. Devised as a reward for
loyalty to British rule in India, especially after the Indian
rebellion of 1857, such deeds gave a ruler the right to adopt
chosen heirs from local noble families in case of lack of direct
issue.[12] Among the rulers that were given sanads of adoption,
Takht Singh, Jaswant Singh of Bharatpur, as well as the rulers
of Nagod State, Samthar State and the Chaube Jagirs are worth A sanad issued by the governor of
mentioning. the United Provinces of Agra and
Oudh during the British Raj
Structure
The main clauses of a deed of conveyance are:

Premises
Parties clause – sets out the names, addresses, and descriptions (vendor/purchaser,
grantor/grantee, transferor/transferee) of parties
Recitals – narrates in chronological order the previous ownership of the property being
conveyed, starting with the earliest deed of title down to the contract of sale the
conveyance gives effect to
Testatum – a command to witness which acknowledges the payment and receipt of the
consideration and signals the beginning of the operative part; usually begins with "Now this
Deed witnesseth"
Operative part
Operative clause – vendor gives effect to the contract of sale by conveying his interest in
land to the purchaser
Parcels clause – clause detailing the location and description of the property being
conveyed
Habendum – clause indicating the estate (freehold, etc.) or interest to be taken by the

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grantee[13]
Tenendum – "to have and to hold", formerly referring to the tenure by which the estate
granted was to be held, though now completely symbolic
Reddendum – reserves something to grantor out of thing granted, such as rent, under the
formula "yielding and paying".
Conditions
Warranty – grantor warrants the title to the grantee
general: when the warrant is against all persons
special: when it is only against the grantor, his heirs and those claiming under him
Covenants – binding limitations or promises
Conclusion (or eschatocol) – execution and date
Testimonium (Scotland: testing clause) – attests to the due execution of a deed or
instrument.
Examples:
England & Wales: In Witness Whereof, the parties to these presents have hereunto
set their hands and seals.
Ireland: In Witness Whereof the parties hereto have hereunto set their hands and
affixed their seals [the day and year first herein written].
Scotland: IN WITNESS WHEREOF these presents, consisting of this and the
preceding pages, are subscribed by [me] at [place] on the [day] day of [month] Two
thousand and [year] in the presence of [name] of [address].

Recording
Usually the transfer of ownership of real estate is registered at a cadastre in the United Kingdom.
In most parts of the United States, deeds must be submitted to the recorder of deeds, who acts as a
cadastre, to be registered. An unrecorded deed may be valid proof of ownership between the
parties, but may have no effect upon third-party claims until disclosed or recorded. A local statute
may prescribe a period beyond which unrecorded deeds become void as to third parties, at least as
to intervening acts.

Joint ownership
Ownership transfer may also be crafted within deeds to pass by demise, as where a property is held
in concurrent estate such as "joint tenants with right of survivorship" (JTWROS) or "tenants by the
entirety". In each case, the title to the property immediately and automatically vests in the named
survivor(s) upon the death of the other tenant(s).

In most states joint tenancy with the right of survivorship requires all owners to have equal
interests in the property, meaning upon sale or partition of the property, all owners would receive
an equal distribution of the proceeds.

Joint ownership may also be by tenants in common (TIC). In some states, joint ownership is
presumed to be as tenants in common unless the parties are married and the deed so states or the
deed sets for joint tenants with right of survivorship. Upon death, the decedent's share passes to
his or her estate.

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A life estate is the right to use, possess and enjoy the property for a period of time measured by the
natural life of a person or persons. When all life tenants are dead, the remainderman holds full
title.

Joint tenants with rights of survivorship vs. joint tenants in common

When deeds are taken as joint tenants with rights of survivorship (JTWROS) or joint tenants in
common (TIC), any co-owner can file a petition for partition to dissolve the tenancy relationship.
JTWROS deed holders always take the property in equal shares; therefore, if the partnership is
dissolved through partition, the proceeds must be equally distributed between all of the co-owners
without regard to how much each co-owner contributed to the purchase price of the property. No
credits would be allowed for any excess contributions to the purchase price. For example, if A and
B co-own property as JTWROS and A contributed 80% of the purchase price, A and B would still
receive equal distributions upon partition. On the other hand, TIC deed holders may be granted at
partition a credit for unequal contributions to purchase price. During either partition, credits may
be awarded to any co-owner who may have contributed in excess of his share to the property
expenses after taking deed to the property. Credits may be allowed for utilities and maintenance;
however, credits for improvements may not be allowed unless the improvements actually added
substantial value to the property.

Pardon as deed
In the United States, a pardon of the President was once considered to be a deed and thus needed
to be accepted by the recipient. This made it impossible to grant a pardon posthumously. However,
in the case of Henry Ossian Flipper, this view was altered when President Bill Clinton pardoned
him in 1999.

Title deed
Germany operates a 'property register'. Title deeds are documents showing ownership, as well as
rights, obligations, or mortgages on the property. Since around 2000, compulsory registration has
been required for all properties mortgaged or transferred. The details of rights, obligations, and
covenants referred to in deeds will be transferred to the register, a contract describing the property
ownership.

Difference between a deed and an agreement

The main difference between a deed and an agreement is that the deed is generally signed by only
one person / party. Examples of a deed are deeds of hypothecation for creating charge on movable
properties in favour of the banks/financial institutions etc.

An agreement by its name suggests that there should be at least two parties signing/approving the
same. Examples of an agreement are agreement to sale, loan agreement etc.

At common law, ownership was proven via an unbroken chain of title deeds. The Torrens title
system is an alternative way of proving ownership. First introduced in South Australia in 1858 by
Sir Robert Torrens and adopted later by the other Australian states and other countries, ownership
under Torrens title is proven by possession of a certificate of title and the corresponding entry in
the property register. This system removes risks associated with unregistered deeds and fraudulent
or otherwise incorrect transactions. It is much easier and cheaper to administer, lowering
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transaction costs. Some Australian properties are still conveyed using a chain of title deeds –
usually properties that have been owned by the same family since the nineteenth century – and
these are often referred to as 'Old System' deeds.

Wild deeds
A deed that is recorded, but is not connected to the chain of title of the property, is called a wild
deed. A wild deed does not provide constructive notice to later purchasers of the property, because
subsequent bona fide purchasers cannot reasonably be expected to locate the deed while
investigating the chain of title to the property. Haupt has stated that

Because title searching relies on the grantor/grantee indexes, it's possible that a deed
won't be discovered even though it was recorded. "Example: Atwood sells his land to
Burns, but Burns does not record his deed. Burns later sells the land to Cooper, and
Cooper records her deed. But because the previous deed (the deed from Atwood to
Burns) was not recorded, Cooper's deed is outside the chain of title. In a title search,
someone looking up Atwood's name in the grantor index would find no indication that
Atwood conveyed the property, and nothing would lead the searcher to Cooper's deed."
A deed that is outside the chain of title is called a wild deed. The general rule is that a
subsequent purchaser is not held to have constructive notice of a wild deed. In the
example, Cooper's title is unprotected against subsequent good faith purchasers.
Suppose Atwood were to fraudulently sell the same property to another person, Dunn.
A court would rule that Dunn has good title to the property, not Cooper.[14]

A wild deed has been described as a deed "executed by a stranger to the record title hung out in the
air like Mahomet's coffin".[15] Mahomet is an archaic spelling of Muhammad. There is a legend
that the Prophet Muhammad's coffin was suspended without visible support from the ceiling of his
tomb, just as a wild deed just hangs there, not touching the chain of title.[16]

Non-fungible tokens as deeds

Background of use-case
Blockchain technology has emerged with the potential to innovate and support the function of
deeds in specific contexts. By design, blockchains contain an immutable ledger of transactions,
recording transfers of information among users. Within this system, a particular type of
transferable object, known as a non-fungible token (NFT), can be created. These NFTs are unique,
verifiable, and protected against arbitrary tampering, thanks to the immutable nature of the
blockchain. By incorporating metadata (additional information embedded in the object), NFTs can
be tailored to reference and represent a wide range of assets in both digital and physical worlds.
The blockchain’s immutability, proof of transfer and data transparency (information on the
blockchain is generally publicly available to view) provide functions akin to those of a notary, such
as ensuring the integrity and permanence of records. However, it is important to recognize that it

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does not replicate the full scope of legal authority and personal verification typically associated
with notarial services. Nevertheless, proposals exist to further develop blockchain infrastructure,
potentially expanding its use as a notarial mechanism in certain applications.[17]

Use-case in practice
The New York State Bar Association has stated that blockchain technology can be employed "to
hold and secure records to land deeds"[18] John Morton, attorney at Pillsbury Winthrop Shaw
Pittman told Fortune Magazine that NFTs "operate "in many respects exactly like a deed would in
real estate transactions"[19]

Legality around NFTs as deeds (or similar property rights vehicles)

It is important to note that while instances like the house sales in South Carolina and Florida
demonstrate the practical application of NFTs functioning like land deeds in real estate, the legal
framework surrounding such transactions remains in a state of development. As of now, the use of
blockchain and NFTs to serve a deed-like purpose, as in real estate, operates in a legal gray area,
with no direct legal statutes explicitly supporting or regulating this method of property transfer.
This emerging field continues to evolve, with legal experts, industry stakeholders, and legislators
examining the implications and potential need for regulatory measures. The future of NFTs as a
deed or similar vehicle of property rights, therefore, represents a dynamic intersection of
technology, law, and property rights, warranting close observation and study as it progresses.[20]

See also
Certificate of occupancy (land tenure)
Covenant (law)
Deed of settlement
Deed poll
Grant deed
Quitclaim deed
Warranty deed

References
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