Understanding General conditions

Both parties agree that electronic signatures are valid for signing this contract. Each party can sign and exchange counterparts by email, and multiple signed copies together form one binding document. If requested, you must also provide a physically signed copy, but failing to do so does not affect the contract's validity.

If you are signing this contract on behalf of a proprietary limited company, you are personally liable for the company's obligations under the contract. If the company defaults, you can be held personally responsible as though you were the purchaser yourself.

If you are purchasing through a proprietary limited company, the vendor may require all directors of that company to personally guarantee the company's performance of this contract. This means directors could be held personally responsible if the company fails to meet its obligations.

You may nominate another person or an additional person to take the property transfer, but this must be done no later than 14 days before the due date for settlement. Even if you nominate someone else to take the transfer of the property, you remain personally liable for all obligations under this contract. Nominating another person does not release you from your responsibilities, including payment of the purchase price. 

You purchase the property subject to any encumbrances disclosed in the Section 32 statement (excluding mortgages and caveats), any conditions in the original crown grant, and any lease or tenancy listed in the contract. 

The vendor warrants that the general conditions are identical to the standard Law Institute of Victoria and Real Estate Institute of Victoria form. This gives you confidence that the baseline contract terms have not been altered in the general conditions section.  

The vendor warrants they have the right to sell, are not under any legal disability, will deliver clear title at settlement, and are unaware of any undisclosed easements, public rights of way, notices or legal proceedings affecting the property. These warranties replace your right to raise formal inquiries, but they are subject to anything disclosed in the Section 32 statement.

If there is a minor error or discrepancy in the property description, area, or measurements, you cannot object, claim compensation, or require the vendor to correct the title. The sale will proceed regardless of any such inaccuracy. 

The vendor makes no promise that existing services are adequate for your intended use, or that they will be in the same condition at settlement as on the day of sale. You are responsible for connecting all services after settlement and paying any associated costs.

If any consent or licence is required for the vendor to sell the property, the vendor must obtain it before settlement. If it is not obtained in time, the contract ends and all money you have paid must be refunded to you.

You must prepare and deliver any paper transfer of land document to the vendor at least 7 days before the settlement date. The vendor must initiate the digital duties form with the State Revenue Office, and both parties must co-operate to complete it promptly.

If any goods included in the sale are subject to a security interest registered on the Personal Property Securities Register, the vendor must ensure you receive a formal release or clearance before or at settlement. You must notify the vendor at least 21 days before settlement of any security interests you need released - if you do not, the vendor may delay settlement and you may be liable for interest and costs as if you were in default.

If domestic building insurance exists for the property under the Domestic Building Contracts Act 1995, the vendor must provide it to you if you request it in writing at least 14 days before settlement. You should make this request promptly if you want to review any existing warranty insurance cover.

These provisions apply only if any part of the land is not registered under the Transfer of Land Act 1958 or is on a provisional folio. As this is most likely a standard Torrens title property, these provisions will not be relevant.

You must pay the deposit to the vendor's licensed estate agent, or if there is none, to the vendor's legal practitioner or conveyancer. Payment can be made by electronic funds transfer, cheque, or limited cash - credit cards and systems allowing chargebacks are not permitted, and payment by electronic transfer is only complete when cleared funds are received.

Allows use of a deposit bond if specified. Sets timing, expiry, and when the vendor may call on it. 

This allows you to provide an unconditional bank guarantee in place of a cash deposit to secure your obligations under the contract. 

At settlement, you must pay the outstanding balance and the vendor must do everything necessary to transfer the property into your name and give you vacant possession. Where settlement is conducted electronically, it must occur within the operating hours of the electronic lodgement network; otherwise, it must take place between 10:00 am and 4:00 pm.

Settlement and lodgement of title documents will be conducted electronically through an Electronic Lodgement Network Operator. Before settlement, the vendor must deliver keys to the estate agent, who will release them to you on confirmation of settlement. Both parties must cooperate to ensure the electronic settlement process is completed, and if electronic settlement fails after the workspace locks, both parties must work to complete settlement the next business day.

Explains whether GST is included or additional, and covers farming business, going concern, and margin scheme sales. 

If subject to finance, purchaser may end contract if loan not approved, provided they acted promptly and properly. 

This condition relates to the purchaser's ability to terminate the contract within 14 days from the sale date if they obtain a written report from a registered building practitioner or architect that identifies a current major building defect affecting the structure of the property. To do this, the purchaser must provide the vendor with a copy of the report and a written notice ending the contract, provided they are not in default. If the contract is terminated under these conditions, all money paid by the purchaser must be promptly refunded. 

This condition allows the purchaser to terminate the contract within 14 days of the sale date if they obtain a written report from a licensed pest control operator in accordance with Victorian law, identifying a current major pest infestation affecting the structure of a building on the property. To exercise this right, the purchaser must provide the vendor with a copy of the report and a written notice ending the contract, as long as they are not in default at that time. If the contract is terminated under these conditions, any money paid by the purchaser must be promptly refunded.  

Periodic outgoings such as council rates and water charges will be apportioned between you and the vendor as at the settlement date, with the vendor responsible for costs up to and including that day. Note that outgoings covered by section 10G of the Sale of Land Act (for example Land Tax) are excluded from this adjustment process. 

Unless the vendor provides a valid clearance certificate from the ATO before settlement, the vendor is treated as a foreign resident and you may be required to withhold a portion of the purchase price and pay it directly to the ATO. 

If the property is new residential premises or potential residential land, you may be required to withhold a portion of the purchase price and pay it directly to the ATO at settlement instead of to the vendor. The vendor must provide you with a GST withholding notice at least 14 days before settlement, and warrants that the amount stated is correct. You are responsible for penalties or interest on late payment, except where the vendor's failure or a breach of their warranty caused the delay.

All dates and deadlines in the contract are strict - if you fail to meet any key date, including the settlement date, the vendor may treat you as being in default. It is important to ensure all obligations, particularly payment of the balance, are ready on time.

If any deadline or obligation falls on a public holiday, weekend, or other non-business day, it is automatically extended to the next business day. This applies to all time-sensitive steps in the contract.

Both you and the vendor are required to do everything reasonably necessary to proceed to settlement promptly and efficiently. If either party causes unnecessary delay or fails to cooperate, they may be in breach of this obligation.

If either party has not fully performed an obligation by settlement, that obligation does not simply disappear once settlement occurs - it remains enforceable after the fact. This protects you if, for example, the vendor has an outstanding warranty or undertaking that has not yet been fulfilled.

Formal notices under this contract can be served by hand, post, or email, and may be served on a party's legal representative or conveyancer. Emails are treated as received at the time of receipt under Victorian electronic transactions law, and express post notices are taken as served the next business day after posting.

The vendor is responsible for any council orders, demands, or levies issued before the contract date, while you are responsible for any issued on or after that date. You have the right to enter the property before settlement if action is required to comply with any such notice. This clause does not apply to amounts covered by section 10G or 10H of the Sale of Land Act.

You have the right to inspect the property at any reasonable time during the 7 days before and including settlement day. This allows you to check the property is in the condition required by the contract before you complete the purchase.

Special rules apply if purchaser pays over time and takes possession before settlement (insurance, maintenance, mortgage discharge).    

The vendor is responsible for any loss or damage to the property up until settlement, and must deliver it to you in the same condition as at the contract date, allowing for fair wear and tear. If any included goods are damaged, you cannot delay settlement but you can claim compensation from the vendor afterwards.

If either party breaches the contract, the party at fault must pay the other compensation for any reasonably foreseeable loss, plus any interest owing as a result of the breach. This protection applies both ways - to you and to the vendor.

If either party fails to pay money owing under the contract, interest accrues on the outstanding amount at the Penalty Interest Rates Act rate (10% per annum) for the period of default. This applies to any money in default, including the balance of the purchase price if settlement is delayed.

Before either party can exercise rights arising from the other's default, a written default notice must first be given specifying the default and allowing 14 days to remedy it, pay reasonable costs, and pay any interest owing. Only if the default remains unremedied after those 14 days can the offended party act further. 

If you default and fail to remedy it within the default notice period, the vendor can end the contract, forfeit your deposit (up to 10% of the price), and sue for further damages or resell the property and recover any shortfall. If the vendor defaults and you end the contract, you are entitled to a full refund of all money paid, plus interest and reasonable costs, secured as a charge on the land.