How to Review a Contract of Sale Before You Sign

 
 

How to Review a Contract of Sale Before You Sign

How to Review a Contract of Sale — The 4 Ps Every Buyer Must Check Before Signing

A Contract of Sale is the most important document in any property purchase. It sets the terms, risks, rights, and expectations for both parties — and once signed, it becomes legally binding. There’s no second chance to go back and renegotiate.

At Victorian Property Settlements, we help our clients review contracts using a simple and effective checklist: the 4 Ps — People, Price, Property, and Performance.

Each one has traps to watch for. Most of the problems we see come down to unclear responsibilities, poorly written special conditions, and a lack of awareness about what’s actually being signed.

Let’s break it down.

1. People – Who’s involved in the contract?

The first step is to check that the right people are named — and that they’re legally entitled to be there.

  • Is the vendor correctly identified? Do they match the title search?

  • Are they acting personally, or through a company, trust, or under power of attorney? If so, is that clearly disclosed?

  • Are you, the purchaser, correctly named — and is the name spelled consistently across all documents?

  • Are you buying in your personal name, as a couple, or through a company or SMSF? If a nomination is intended later, that must be anticipated now.

Why this matters:
If the wrong entity is listed — or the vendor isn’t legally on title — the entire contract may be unenforceable. Mistakes here can also trigger double stamp duty if you try to fix them later.

2. Price – What is being paid, and under what conditions?

It’s not just the number. The contract should clearly explain what’s being paid, when it’s due, and under what conditions.

Check:

  • The purchase price is stated accurately — both in words and figures.

  • The deposit amount is correct, and the contract sets out:
    – Who holds it
    – Where it’s being paid (agent’s trust account or solicitor)
    – When it’s due (e.g. on signing, or within 3 days)

  • Are there any GST or Withholding Tax clauses? These must be clearly worded — especially if the vendor is a foreign resident or registered for GST.

Most importantly:

  • What special conditions affect the price or deposit?

We regularly see conditions like:

  • Rebate clauses

  • Early release of deposit (Section 27)

  • Holding deposits subject to third-party approval

Each of these clauses has a who, where, and when built in — and a “what happens if they don’t.”

Example:

“The deposit shall be refunded to the purchaser if finance is not approved within 14 days.”
→ Who? The purchaser.
→ When? Within 14 days.
→ What happens? Refund — but only if the clause is correctly triggered.

Why this matters:
Special conditions around price and payment are legally enforceable. If a refund clause isn’t clear, you might lose your deposit — even if finance falls through.

3. Property – What are you buying, and where is it?

Every contract should clearly identify the property, its legal description, and any attachments or obligations.

Check:

  • The title reference, lot/plan number, and street address all match the actual land on the Certificate of Title.

  • All fixtures and fittings you expect (appliances, light fittings, curtains, air conditioners) are listed under “Goods Sold with the Land.”

  • Are there any exclusions? Sometimes vendors remove items before settlement.

Then move on to the Section 32 Vendor Statement. This is where you find:

  • Zoning information and planning overlays (e.g. Heritage, Bushfire)

  • Easements and restrictions

  • Owners Corporation Certificates (for units and townhouses)

  • Building permits and insurance for any works done

  • Current rates and outgoings

  • Evidence of road access and connected services

Why this matters:
If you buy a property with an undisclosed easement, heritage overlay, or unpaid rates, you may be liable after settlement. The Section 32 must be complete and up to date — and the contract must describe the property correctly.

4. Performance – When will everything happen, and what happens if it doesn’t?

This is the area where most buyers get caught out. Contracts often seem straightforward — until the timeline breaks down or someone fails to do their part.

Check:

  • The settlement date — is it realistic for you and your lender?

  • Is the contract subject to finance? What is the approval period?

  • Is there a building and pest condition? If so, can you pull out or renegotiate if defects are found?

  • Is vacant possession guaranteed? Or are you buying subject to tenancy?

Now turn to the special conditions, because this is where the real problems often hide.

Every clause should answer these questions:

  • Who must do something? (Vendor, purchaser, agent, lender?)

  • When must they do it? (Fixed dates, deadlines, conditions.)

  • Where must it happen? (Is something being done on-site, at settlement, or via email service?)

  • What happens if they don’t? (Termination rights? Penalties? Default interest?)

Example of a poor special condition:

“The purchaser acknowledges the property is sold as-is.”
→ No timeframes. No clarity. No fallback. Dangerous clause.

Example of a proper performance condition:

“The vendor must provide a valid gas compliance certificate no later than 5 business days before settlement. If the vendor fails to do so, the purchaser may delay settlement without penalty until the certificate is received.”

Why this matters:
Performance clauses are enforceable, and timeframes are strict. If someone misses a deadline, it may trigger penalty interest, breach of contract, or even termination. Your rights must be clear — and fair.

Final Word: Don’t Sign Until It’s Reviewed

You should never sign a contract until it’s been reviewed by a licensed conveyancer or solicitor acting for you.

At Victorian Property Settlements, we specialise in buyer-side contract reviews. We know where things go wrong — and we make sure your contract includes the right protections.

We’ll help you:

  • Confirm the right parties are named (People)

  • Understand what you’re paying and when (Price)

  • Check exactly what’s included and disclosed (Property)

  • Clarify how the deal must proceed, and what happens if it doesn’t (Performance)

Whether you’re buying at private sale or auction, we’ll make sure you’re signing on your terms — not the vendor’s.

Ready to Buy? Let’s Review It First.

Click below to send us the contract and Section 32 for review. We offer fast, fixed-fee contract reviews across all of Victoria.

Request a Contract Review

Victorian Property Settlements
Trusted by buyers and sellers across Victoria since 1999
www.victorianpropertysettlements.com.au