Contract Reviews Before Signing

Why review before signing

Once a contract is signed, changing it requires the other side's agreement. That is often difficult. A pre-signing review preserves your leverage — the vendor wants a signed contract, so requests for amendments made before signing are far more likely to succeed than equivalent requests made after.

Review is particularly important when the contract contains special conditions, when the property is off-the-plan, when there is an owners corporation, when the sale involves a business asset attached to the property, or when the purchase is being made through a company, trust or SMSF.

What we review

• The contract of sale. Purchase price, deposit, day of sale, settlement date, any subject-to conditions and every special condition on the back.
• The section 32 vendor statement. Rates, outgoings, notices, planning, services, easements, restrictions, owners corporation certificates, building permit history and any documents annexed.
• The title and plan. Whether the title is registered in the vendor's name, whether the plan matches the property being sold and whether easements or covenants restrict use.
• Statutory considerations. Duty (including concessions, exemptions and surcharges), GST if the property is new residential or commercial, and land tax exposure.

Common issues flagged in reviews

• Sunset clauses in off-the-plan contracts. A vendor may reserve the right to rescind if registration of the plan is delayed. The Sale of Land Act contains protections for purchasers, but the drafting of the clause matters.
• Vendor works clauses. Undertakings by the vendor to complete work or remove a structure by settlement are sometimes drafted without a remedy for non-performance.
• GST treatment. Whether the sale is a taxable supply, whether the margin scheme applies and whether the price is expressed as GST inclusive or plus GST.
• Owners corporation issues. Special levies pending, insurance gaps and unresolved building disputes are all matters that should be raised before signing.
• Adverse notices. Building orders, planning notices and heritage overlays that limit future use.

Our process

1. Send us the contract and section 32 by email.
2. We review within one to three business days depending on urgency.
3. You receive a written report identifying issues, risks and amendments to request.
4. We discuss the report by phone or in a short meeting.
5. We can negotiate amendments with the vendor's representative if instructed.
6. Once you are ready to proceed, we roll straight into the full conveyance.

Fees

Contract reviews are usually offered on a fixed fee. If you go on to instruct us for the full conveyance, most firms — including ours — credit the review fee against the conveyancing fee. Ask for a quote in advance.

When a pre-signing review is most useful

A pre-signing review is most valuable when a purchaser is thinking of making an offer or preparing to bid at auction. Cooling-off does not apply to auctions, so once the hammer falls the contract is binding on the terms disclosed. Even where cooling-off is available, a purchaser who withdraws forfeits a small percentage of the price and the vendor may have grounds for further recovery. Reviewing the contract and section 32 statement before a written offer is made avoids that risk entirely.

What we examine

• Vendor statement disclosures — title, planning, notices, outgoings, services, owners corporation records, growth areas contribution, energy efficiency information and any building reports.
• Encumbrances shown on title — mortgages, caveats, covenants, easements, and section 173 planning agreements — and their effect on the intended use of the property.
• Special conditions inserted by the vendor, including those that shift risk of loss, restrict a purchaser's right to terminate, or adjust the finance and building inspection clauses.
• The identity of the vendor and whether they hold the property in the capacity disclosed on the contract.
• The correct legal name of the purchaser and the consequences of nominating a related party after signing.

Typical amendments we ask for

Where an issue is identified, we prepare a schedule of amendments for the vendor's representative to consider before contract exchange. Common requests include extending a finance clause, adding a subject to inspection clause, clarifying inclusions and exclusions, confirming appliance and installation compliance, deleting a special condition that duplicates statutory disclosure obligations, and adjusting settlement date or deposit release terms. Not every request is agreed to, but many are.

Format and timing of our advice

A pre-signing review is normally provided in writing within one to three business days of receiving a complete contract and section 32 pack. Where the contract is being negotiated in a tight window — for example, before an auction or where the vendor has multiple offers — we can compress that timeframe. Clients receive a written report that summarises the material terms in plain English, lists the issues we recommend addressing, and marks the specific clauses that require amendment.

When other advice is needed

A contract review is not tax advice, financial product advice or building advice. Where the review identifies a question about GST treatment, tax structuring, superannuation compliance or building defects, we recommend the relevant specialist and coordinate the response so that the contract reflects their advice.

Limitations of general information

The commentary on this page is general in nature. A contract review is inherently property-specific and cannot be undertaken on the basis of a summary.