How Does the Nevada Commercial Real Estate Closing Process Work Step by Step?

1. Letter of intent

Most commercial deals start with a letter of intent setting out price, deposit, due diligence length, closing date, and key conditions. It is usually non-binding on the business terms but may include binding provisions such as confidentiality or exclusivity. Getting the LOI right shapes everything that follows.

2. Purchase and sale agreement

Commercial agreements are negotiated documents, not standard forms. Key terms include representations and warranties, the scope and length of due diligence, deposit refundability, conditions to closing, allocation of costs, assignment rights (including 1031 exchanges), remedies for default, and what survives closing.

3. Escrow and earnest money

In Nevada, a title and escrow company typically serves as the neutral escrow holder. The buyer deposits earnest money on the timeline set by the agreement, often with a portion becoming non-refundable once due diligence ends.

4. Due diligence

This is where the buyer learns what it is actually buying:

• Title commitment and all recorded exceptions — easements, CC&Rs, liens
• ALTA survey of boundaries, encroachments, and access
• Zoning and entitlement confirmation with the City of Las Vegas, Henderson, North Las Vegas, or Clark County
• Environmental review, typically a Phase I environmental site assessment
• Physical inspections — roof, structure, HVAC, parking, ADA accessibility
• Leases, estoppel certificates, rent rolls, and service contracts for income property

5. Financing

Commercial lenders impose their own requirements — appraisal, environmental, title endorsements, and borrower entity documents. Lender timelines frequently drive the closing date, and loan documents should be reviewed alongside the purchase agreement, not after.

6. Closing conditions

Before closing, conditions are satisfied or waived: title policy commitments, tenant estoppels, payoff of the seller's liens, delivery of entity authority documents, and prorations of rent, taxes, and operating costs.

7. Signing, funding, and recording

The parties sign the deed, assignments of leases and contracts, and closing statements. The lender funds, escrow disburses, the title insurer issues the policy, and the deed is recorded with the county recorder. Nevada imposes a real property transfer tax at recording, allocated by the contract.

Where commercial deals go wrong

Missed due diligence deadlines, zoning that does not allow the buyer's intended use, unrecorded access problems, environmental surprises, and lease terms that contradict the rent roll. Chris Sullivan has handled Nevada land and commercial transactions as both a licensed broker and an attorney, including more than 2.2 million acres of land brokerage, so deal terms and legal risk are reviewed together.