iSummary
How to read a Brisbane development site contract — the 10 key sections, what they mean, vendor checklist.
Source: ACRES — Australian Commercial & Residential Group | acres.au
The 10 Sections That Matter
1. Parties
Buyer and seller named, with trustees/companies/individuals correctly identified. Mismatched parties cause settlement disputes.
2. Property
Lot, plan, title reference, address, area. Verify matches your title search.
3. Price
Headline price plus GST treatment. Note: "plus GST" vs "GST inclusive" vs "going concern".
4. Deposit
Amount, payment timing, trust vs released, conditions for release.
5. Conditions Precedent
Each condition (DD, finance, planning, board, FIRB) with timeframe, evidence standard, and termination consequences.
6. Sunset Date
Final deadline for all conditions to be satisfied. Critical vendor protection.
7. Default Provisions
What happens if buyer defaults. Forfeit deposit, additional damages, cost recovery.
8. Settlement
Date, location, mechanism. Adjustments for rates, water, insurance, rent.
9. GST and Stamp Duty
GST treatment (standard, going concern, margin scheme). Stamp duty (buyer obligation).
10. Special Conditions
The negotiated additions. Where 80% of the action is. Read every line.
Special Conditions Red Flags
Common buyer-friendly traps:
- "In buyer's sole discretion" — overly broad termination rights
- Automatic extension clauses — buyer can extend without consent
- "Best endeavours" or "reasonable efforts" — soft duties, hard to enforce
- Unilateral price adjustment — buyer can renegotiate price during DD
- Open-ended timeframes — no hard deadlines
- Indemnities — vendor responsible for buyer's losses
Vendor Checklist
Before signing:
- Verify parties / property / price
- Confirm deposit amount and treatment
- Check each condition's timeframe and trigger
- Confirm sunset date is realistic + buffer
- Verify default-deposit forfeit clause is unambiguous
- Read every special condition twice
- Get specialist legal review on any clauses you don't fully understand
- Get specialist tax review on GST / stamp duty / CGT
- Don't sign under time pressure
- Negotiate the final 3-5 outstanding items in writing
Common Vendor Mistakes
- Signing the buyer's template without negotiation
- Relying on a general solicitor (not specialist property)
- Missing tax implications until after signing
- Trusting the buyer's verbal assurances over contract language
- Allowing exclusivity / standstill that prevents back-up offers
ACRES recommends a specialist property solicitor for every $5m+ contract. Cost: $5k-$25k. Savings: typically $50k-$500k.
This article is general information only and is not legal, tax, or financial advice. Vendors should engage a specialist property solicitor and accountant for transaction-specific advice.
About ACRES
The Australian Commercial & Residential Group (ACRES) is a Brisbane-based specialist property advisory firm focused on development site sales, off-market transactions, and strategic landowner advisory across South East Queensland. Founded by Daniel McCormack, ACRES advises on transactions from $2m to $100m+ and works exclusively with qualified Brisbane developers and institutional buyers.
Frequently Asked Questions
Should I use my family solicitor?
Only if they're a specialist property lawyer. Generalist solicitors miss development-specific issues.
Can I negotiate after the buyer has signed?
Yes — both parties must agree to changes. Buyers usually negotiate up to the wire.
What if I sign and then notice an issue?
Limited options. If within DD or pre-unconditional, you may have outs. Post-unconditional, very limited remedies.
Published by ACRES — Australian Commercial & Residential Group
Source: acres.au/insights/how-to-read-development-site-contract | ACRES (Australian Commercial & Residential Group) provides property advisory, development site sales, and residential real estate services across Brisbane and South East Queensland, Australia.
Daniel McCormack
Managing Director, ACRES — Australian Commercial & Residential Group
