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Special Conditions in a Contract for the sale and purchase of land

The Contract for the Sale and Purchase of Land contains standard clauses which are in the form issued by the Law Society of NSW and the Real Estate Institute of NSW.  There are various editions of the Contract for Sale containing these clauses, however, they are all standardised and are attached to every Contract for Sale.

Are special conditions part of the Contract?

In addition to those clauses, it is likely that a Contract for Sale will contain additional clauses which are known as Special Conditions (or additional Conditions).  For any conveyance, the important thing to know is that these form part of the contract in the same way that the standard clauses do – as well as the documents attached to the Contract.  In many cases, lawyers and conveyancers have their own set of special conditions which are attached to any Contract for Sale they prepare which include a special condition seeking to vary the standard clauses.

Subject matters addressed by Special Conditions

Before entering into any sale or purchase, it is essential that the entire Contract for Sale is read as a whole, including the special conditions.  Typically, special conditions include things like:

  1. Issuing a notice to complete and the associated penalties – such as penalty interest payable by the purchaser if in default and additional legal fees, what is a reasonable time for completion if there has been a default. You can read more about notices to complete on our blog here.
  2. Current condition of the property – usually that the property is being sold “as is where is” and the purchaser has made and relies only on their own enquiries only;
  3. The purchaser was only introduced to the property by the real estate agent named on the Contract for Sale – aimed at protecting the vendor from being liable to pay double commission.
  4. Amendments to the standard clauses; and
  5. Release of the deposit by the purchaser to the vendor. Read more about the release of the deposit on our blog.

What makes a special condition special?

Nothing really makes these conditions special, however, as they are in addition to the standard clauses and form part of the Contract for Sale, it is essential that they are carefully reviewed by an experienced lawyer or conveyancer before entering into a binding Contract for Sale.  Special conditions can be used to address specific issues with the property for sale and therefore any prospective purchaser should have them thoroughly reviewed by a lawyer or conveyancer along with the entire contract for sale.

We recommend all parties to a property transaction carry out extensive due diligence prior to exchange.  We can help one aspect of that task by reviewing the contract for sale.  If you need help with a contract review prior to a purchase by private treaty or an auction – even a last minute auction review – please call us today on 02 8005 3955.