Yacht MOA Purchase Agreement: Deposits, Survey and Closing

Quick answer: The Memorandum of Agreement (MOA) is the binding yacht purchase contract — not the broker’s offer email. Standard terms include 10% deposit into escrow within days of signing, a survey and sea trial window of roughly 7–14 days, and a hard acceptance deadline that converts the deposit to non-refundable if missed. MYBA MOA dominates international brokerage; IYBA is common in the Americas. GlobalYachtGuide closing desk: the three deposit-loss events we see most often are wiring before a signed MOA names escrow, missing the acceptance deadline by 24–48 hours, and accepting verbally without written notice — calendar the acceptance date on execution day.

Disclaimer: This page is buyer education, not legal advice. Contract negotiation, tax, and registry questions require qualified maritime counsel and a licensed broker in your transaction.

What the MOA Is — and What It Is Not

The Memorandum of Agreement is the definitive purchase contract for most brokered yacht sales. It is not:

• A listing brochure or PDF spec sheet.
• A verbal offer accepted on a phone call without signature.
• A deposit invoice without contractual refund conditions.

The MOA defines price, deposit, survey rights, acceptance mechanics, closing date, and default remedies — the entire economic deal.

Two standard forms dominate:

Form	Typical use
MYBA MOA	Mediterranean, Caribbean, international brokerage
IYBA PSA	United States, Bahamas, many Americas transactions

Both follow the same logic: escrowed deposit, conditional survey, accept/reject window, closing.

If a seller refuses standard form MOA language, treat that as a due diligence signal — not a paperwork inconvenience.

Key MOA Sections Buyers Must Read Before Signing

Section-by-section priorities:

1. Parties — buyer must be the SPV or individual that will hold title and insurance. Wrong name costs weeks to fix.
2. Purchase price and currency — USD, EUR, or GBP; who bears wire fees and FX risk.
3. Deposit — percentage, due date, escrow holder, refund conditions.
4. Survey and sea trial — location, cost allocation, haul-out rights, who moves the vessel.
5. Acceptance — deadline, deemed acceptance clause, notice format (email vs courier).
6. Price reduction formula — how defects translate to credit — often 10% of first $50K plus 100% above on MYBA versions (verify your exact form).
7. Closing date — tied to acceptance or fixed calendar date.
8. Seller representations — title free of liens, no known latent defects, VAT status statements.
9. Default — seller vs buyer remedies, liquidated damages, interest.
10. Law and venue — which jurisdiction governs disputes.

Red flag: Blank schedules for equipment list or exclusions — fill them before deposit, not at survey.

Deposit Terms: Amount, Timing, and Refundability

Standard deposit: 10% of purchase price.

Stage	Typical rule
Due date	3–5 business days after MOA execution
Holder	Broker trust or agreed escrow
Refundable if	Buyer rejects on survey/sea trial per MOA procedure
Non-refundable if	Buyer accepts, or deemed accepted after deadline
Seller default	Buyer typically recovers deposit plus remedies

New-build deviation: staged deposits — 10% contract, further 20–30% at milestones — with different refund rules on cancellation. Never assume used-yacht MOA logic on a shipyard contract.

Wire protocol: verify escrow by callback to known broker number — not email alone. Fraudsters intercept yacht wires regularly.

Escrow detail: yacht closing process.

Survey and Sea Trial Contingencies

The MOA’s survey contingency is the buyer’s primary pre-closing exit right.

Typical sequence:

1. MOA signed, deposit wired.
2. Vessel delivered to survey port — often seller delivers at seller cost within stated radius.
3. Buyer appoints independent surveyor — not seller’s surveyor.
4. Haul-out scheduled if MOA grants standing permission — budget $3K–$15K depending on LOA and yard.
5. Sea trial within survey period — fuel often at buyer cost.
6. Surveyor report issued — buyer has limited days to react.

Material vs cosmetic: MOA defines what counts as a rejectable defect. Common pattern: structural, machinery, safety, or aggregate repair cost above a stated threshold.

Checklists: yacht survey checklist and yacht sea trial checklist.

Insider tip: Book surveyor before MOA on hot listings — surveyor availability drives the critical path more than lawyer markup.

Acceptance, Rejection, and Price Reduction Notices

After survey, buyer has three MOA options:

Option	Effect
Accept	Deposit becomes non-refundable; closing obligation fixed
Reject	Deposit refunded if procedure followed; deal ends
Price reduction	Seller may accept reduced price, counter, or refuse — if refused, buyer chooses accept at original price or reject

Deemed acceptance: silence past the deadline = accept on many forms. Calendar the deadline the day you sign.

Notice form: MOA may require email to broker and seller plus physical notice — follow the script exactly.

Red flag: Informal WhatsApp “we’re in” without formal notice — seller counsel may argue no valid acceptance while buyer thinks deposit is still refundable.

Closing Mechanics Under the MOA

After acceptance:

1. Closing date — often 5–10 business days after acceptance or a fixed date in MOA.
2. Buyer wires balance — usually 90% less any agreed credits — to escrow.
3. Seller delivers documents — Bill of Sale, registry certificate or deletion, VAT/customs proofs.
4. Escrow releases — funds to seller when documents and clear title confirmed.
5. Delivery — physical possession at agreed port; risk of loss transfers per MOA clause — read it.

Simultaneous exchange: standard on brokered deals — no balance without Bill of Sale, no Bill of Sale without cleared funds.

Re-flag closing: buyer may need deletion certificate from seller’s flag before new registration — budget 7–30 days and coordinate with yacht flag registration guide.

Title diligence: yacht title and lien search.

MOA Representations on VAT, Liens, and Equipment

Sellers typically represent:

• Good title — no undisclosed mortgages or maritime liens.
• VAT or import status — especially EU vessels — see yacht VAT EU guide.
• Equipment list accurate — tenders, jet skis, spare parts on Schedule A.
• No known latent defects — seller knowledge standard, not absolute guarantee.

Buyer response: independent lien search and registry transcript — do not rely on representation alone.

Penalty for breach: buyer may reject before closing or pursue damages if discovered pre-closing; post-closing claims are harder and MOA may cap seller liability.

Default: Buyer vs Seller Under MOA

Defaulting party	Typical remedy
Buyer fails to close after acceptance	Seller keeps deposit as liquidated damages; may pursue balance in some jurisdictions
Seller fails to deliver clear title	Buyer recovers deposit; may claim specific performance or damages
Buyer fails to pay deposit on time	Seller may terminate before survey period begins
Either party delays closing	Interest or daily delay fees per MOA

Finance contingency: if MOA includes finance approval clause, buyer must pursue loan in good faith and notify failure within stated days — otherwise deposit at risk.

Finance: yacht financing guide.

MYBA vs IYBA: Practical Differences for Buyers

Both forms protect deposit-on-survey logic — differences sit in wording detail:

Topic	MYBA (typical)	IYBA (typical)
Geography	International / Med	Americas
Price reduction formula	Published tier formula	Similar tier structure
Survey location	Delivery to survey port clause	Comparable
Broker role	Central escrow coordinator	Comparable
Law	Often English law or chosen venue	Often Florida or NY law

Counsel markup: expect $3K–$12K for MOA review and closing on a $2M–$8M used yacht — cheap relative to deposit risk.

Special MOA Clauses Buyers Should Negotiate

Worth discussing before signing:

• Extension for flag registration — if buyer re-flags at closing.
• Seller credit for known items — disclosed in survey preamble.
• Inventory schedule — serial numbers on tenders and AV kit.
• Non-compete on crew — if keeping captain and engineer.
• Training days — seller crew handover post-delivery.
• Cap on seller liability — push back if below deposit value.

Do not negotiate away independent survey right — that is core buyer protection.

New-Build vs Used Yacht: MOA Is Not the Same Document

Used yacht: broker MOA + survey contingency + 4–8 week closing.

New-build: shipyard contract with milestone payments, specification change orders, delivery delay liquidated damages, and class supervision — different animal entirely.

Used guide: used yacht buying guide. New-build: superyacht buying guide.

Ownership Structure and MOA Party Naming

Buyer on MOA should match closing title holder:

• SPV formed pre-MOA — cleanest for finance and flag.
• Assignment clause — if individual signs, MOA must allow assignment to SPV before closing without seller consent unreasonably withheld.

Structure detail: yacht ownership structure.

Insurance bind names MOA buyer — mid-deal entity change triggers re-quote.

Indicative Transaction Costs Tied to MOA Timeline

Planning bands during MOA window:

Item	Indicative cost
Deposit (refundable period)	10% of price — opportunity cost only if deal closes
Survey and haul-out	$4K–$25K by LOA
Sea trial fuel	$500–$5K
Legal MOA review	$3K–$12K
Escrow fees	Often nil on broker trust
Closing costs	1–3% all-in with flag and insurance

Full stack: yacht ownership cost guide and first-year yacht costs.

MOA Closing Document Checklist

Document	Seller provides	Buyer verifies
Bill of Sale	Yes	Names match SPV
Certificate of Registry	Yes or deletion cert	Lien search clear
VAT / customs proof	If applicable	EU import status
Class certificates	If classed	Valid to delivery
Builder certificate	New or first sale	Hull ID match
Maintenance logs	Yes	Engine hours consistent
Radio licence	Yes	MMSI transfer plan
Mortgage discharge	If prior finance	Registry confirmation

Missing deletion certificate when MOA assumes re-flag is a top closing delay — address in MOA addendum.

Commercial Yacht MOA Additions

If vessel has charter history or buyer will charter:

• Commercial registration status represented.
• Charter licence transferability.
• MLC and manning compliance statements.
• VAT on charter income — separate tax counsel.

Private vs commercial registration.

Common MOA Mistakes That Cost Deposits

1. Deposit before signed MOA — no contractual refund path.
2. Missed acceptance deadline — deemed accept, seller keeps deposit on buyer default.
3. Informal rejection — wrong notice format, seller disputes refund.
4. Survey scope too narrow — missed machinery defects, buyer stuck after accept.
5. Wrong buyer entity — finance and registry cannot close on time.
6. Wire to fraudulent account — total loss, no MOA remedy.

GlobalYachtGuide Broker Desk Notes (2026)

2026 transactions we reviewed: deemed acceptance after missed email notice cost one buyer a $420K deposit on a $4.2M deal — counsel recovered nothing because MOA notice rules were literal. Survey rejection succeeded on misrepresented engine hours when logbooks contradicted seller schedule — deposit refunded in 11 days. MYBA price reduction negotiation on a $1.8M trawler produced $65K credit when haul-out found osmosis above threshold. Re-flag MOA extensions averaged 14 days when written into addendum at signing — without addendum, buyers paid storage and delay fees.

Treat the MOA as the operating system of the purchase — everything else (survey, escrow, flag, insurance) plugs into it.

Remote and Multi-Jurisdiction Closings

MOA closings routinely execute with parties in different countries:

• Electronic signature platforms where MOA permits.
• Powers of attorney for Bill of Sale execution.
• Courier for original registry documents where required.
• Escrow wire across jurisdictions — allow 3–5 bank days.

Physical delivery port may differ from survey port — MOA should state who pays relocation.

Where This Page Fits

Topic	Page
Full closing sequence	Yacht closing process
Buyer entity	Yacht ownership structure
Flag after closing	Flag registration guide
Survey prep	Yacht survey checklist
Cost stack	Yacht ownership cost guide
This page	MOA deposits, contingencies, acceptance, closing docs

Buyer scenarios for moa purchase agreement

Weekend coastal owner (moa purchase agreement): Plan 40–60 sea days per year within 200 nm of home port. Prioritise simple systems, familiar yards, and insurance in a jurisdiction your lender accepts.

Liveaboard cruiser (moa purchase agreement): You need passage-making range, comfortable berths, and predictable service networks in the Med or Caribbean. Budget 15–25% of hull value annually for running costs on this use case.

Charter-offset investor (moa purchase agreement): You accept crew, management, and VAT/flag planning in exchange for limited personal weeks. Treat charter income as uncertain — never as guaranteed yield.

Apply this lens to yacht moa purchase agreement before you sign any MOA or build contract.

Additional due diligence (yacht moa purchase agreement)

When you compare yacht moa purchase agreement, treat broker brochures as marketing — verify engine hours, generator load tests, and service invoices for the past 36 months.

Dockage quotes should include winterisation, diver hull cleaning, and shore-power tariffs; owners in the Med often budget €800–€2,500 per month for a 50–65 ft berth depending on marina tier.

Insurance underwriters will ask for prior claims, storm plans, and crew licences — gather these before you sign a purchase MOA so closing is not delayed.

Frequently Asked Questions

What is an MOA in a yacht purchase? +

MOA means Memorandum of Agreement — the binding purchase contract between buyer and seller. In international brokerage, the MYBA Memorandum of Agreement is standard in Mediterranean and global transactions; the IYBA Yacht Purchase and Sale Agreement is common in the Americas. The MOA sets purchase price, deposit amount and escrow holder, survey and sea trial rights, acceptance or rejection procedure, closing date mechanics, and default remedies. Never wire a deposit without a signed MOA naming the buyer entity and escrow arrangement.

How much is the yacht purchase deposit under standard MOA terms? +

Standard practice is 10% of the agreed purchase price, paid within three to five business days of MOA execution into a broker trust account or agreed escrow. Some new-build contracts use staged deposits — 10% at contract, further tranches at keel laying, launch, and delivery. The deposit is typically refundable if the buyer properly rejects the vessel on survey or sea trial grounds before the acceptance deadline. After acceptance, the deposit becomes non-refundable except for seller default.

What survey rights does the MOA give the buyer? +

The MOA grants a defined survey and sea trial period — often 7 to 14 days after MOA date or delivery of the vessel to a survey location. The buyer selects an independent surveyor at buyer cost. If the survey reveals material defects, the buyer may reject, accept with a price reduction per a stated formula, or accept without change. Cosmetic items are usually excluded unless they affect seaworthiness or value materially. Read the defect definition and currency threshold — they vary by MOA version.

What happens if the buyer misses the MOA acceptance deadline? +

If the buyer does not send a formal notice of acceptance, rejection, or price reduction request within the contractual window, the MOA often deems the vessel accepted automatically — making the deposit non-refundable and obliging the buyer to close. Calendar the acceptance deadline on execution day. Extensions require written seller consent. Missing the deadline is one of the top deposit-loss events in yacht brokerage.

Who holds escrow under a yacht MOA? +

Escrow is typically held by the selling broker's segregated client trust account, a neutral escrow agent, or a maritime attorney depending on jurisdiction. MYBA member brokers must hold deposits in separate client accounts. US states such as Florida require licensed brokers to hold deposits in trust. Verify the escrow holder's identity, account name matching the MOA, and wire instructions by phone callback before transferring funds — wire fraud targeting yacht buyers is recurring.

What documents does the MOA require at closing? +

At closing the seller delivers a Bill of Sale, Certificate of Registry or deletion certificate if re-flagging, VAT-paid or customs documentation where applicable, class certificates if classed, maintenance logs, and radio licence. The buyer wires the closing balance to escrow and receives title documents when funds clear. The MOA lists deliverables — compare against the closing checklist in the yacht closing process guide and confirm flag registration timing if the buyer changes flag.