Contract of Sale in Victoria: What to Ask For Before You Sign

The standard Victorian contract already contains a finance condition and a building and pest condition to be validated and enacted as necessary. Most of what a buyer loses is lost not because a clause was missing, but because a box was left unticked or a notice was served late.

There is a second half to that. The vendor’s typed-in clauses can take the printed protections back, and an auction buyer gets none of it unless it was negotiated before auction day.

Every condition below gets the same four questions: what it protects against, whether the printed form already gives it to you, what you must do to use it, and what silence costs.

Read it with your contract open at the particulars page, the front page with the price, dates and tick boxes.

Current as at September 2026. This is general information about Victorian law, not advice on your contract.

Where the conditions live in your contract

The Law Institute and Real Estate Institute contract has three layers. The particulars of sale carry the deal: price, deposit, settlement date, the finance details, and tick boxes for loan, building report and pest report.

The general conditions are the printed standard terms. The special conditions are the extra clauses typed in, usually by the vendor’s side, as the vendor’s side prepares the contract.

Those typed pages will almost always say the special conditions override the general conditions wherever the two conflict, and the contract is read that way. Accordingly, a contract’s special conditions deserve more attention than its general conditions. The day of sale is the day by which both parties have signed, so a 14-day window runs from that day, not from the day you signed at the agent’s office.

The above applies to established homes on the standard form, private sale or auction. Off-the-plan purchases run on their own conditions, and commercial land, farmland over 20 hectares and terms contracts sit outside this article.

Cooling off: the baseline you already have

In a private sale, you can end the contract within three clear business days after you sign it. Clear business days exclude the day you sign, weekends and public holidays.

The right is established by section 31 of the Sale of Land Act 1962, Victoria’s principal legislation on selling land, and it exists whether or not anyone mentions it, except at auction, which is covered below. Nothing the vendor types in can remove it: a clause cutting the cooling-off right down is void.

However, cooling off will induce a cost. The vendor keeps $100 or 0.2% of the price, whichever is greater, and returns the rest. On a $750,000 purchase that is $1,500 for walking away, and you can count your own three clear business days before you sign.

Cooling off is a safety net and nothing more. Three clear business days is not long enough to book an inspection, get the report and act on it, and a bad report does not extend the window. If your worry is the loan, the finance condition is the right tool. Generally, it is better to negotiate special conditions of sale with the vendor rather than rely strictly on the cooling-off period.

Subject to finance

If the loan box on the particulars is ticked, the contract is subject to a lender approving the loan. That is general condition 20 in the September 2025 form, the finance condition; older contracts and older articles call it general condition 14.

The box only works with the lines beside it filled in: the lender (or another lender you choose), the maximum loan amount, and the approval date. Those lines are the terms you will be held to.

Say the particulars name $600,000 from a named lender, and you apply for $650,000 to cover stamp duty and are declined. The vendor can now argue you never applied for the loan the contract specifies.

That illustration is modelled on a case the Legal Practitioners’ Liability Committee describes: purchasers who applied for $476,000 against particulars stating $475,000 did not get their deposit back.

Pre-approval from your bank is not approval either. The condition can only be satisfied by the lender approving the specific loan, on the specific property, by the stipulated approval date. If you are a buyer relying on a loan to purchase a property, it is critical that you negotiate a valid and effective subject to finance condition into your contract of sale. This best ensures that you won’t be contractually obligated to purchase the property should your loan application be denied.

How you use it, and how buyers lose it

To end the contract when the loan is not approved, four things have to be true together. You applied immediately, did everything reasonably required to get approval, and were not otherwise in default when the notice went in.

The fourth catches people: written notice ending the contract, with written evidence of the refusal, must reach the vendor within two clear business days after the approval date, or any later date the vendor allows. If it does, you are entitled to your refunded deposit.

If the approval date is Friday 20 March 2026, the two clear business days are Monday 23 and Tuesday 24 March, so the last day to serve is Tuesday 24 March.

Miss it and the contract is unconditional as to finance: a declined loan no longer ends it, the deposit is at risk, and the vendor can claim damages.

LPLC’s account of how strictly these clauses are applied includes buyers who served notice six days late, used a different lender, or sent a letter asking for more time instead of ending the contract.

An extension request is not a notice ending the contract, so an extension request plus silence equals an unconditional purchase.

Say nothing on finance, meaning the box is left unticked, and the contract is unconditional as to finance from the day you sign.

If the box is ticked, apply immediately, and get the lender’s answer to whoever is acting for you the moment it arrives. The notice has to go out inside those two days.

Building and pest reports: tick the boxes, then read the threshold

Building and pest are two separate general conditions, numbers 21 and 22 in the current form, and each applies only if its box in the particulars is ticked. Unticked, you have no inspection exit at all.

Some articles still say you must add a special condition to get a building and pest right. On the September 2025 form you do not. The printed form contains both, as opt-ins.

As the Purchaser, you book and pay for the inspections yourself. A report offered by the agent or the seller is not independent, and the Section 32, the vendor’s pre-signing disclosure statement, says nothing about the condition of the buildings.

Consumer Affairs Victoria’s advice is that your own inspection is the only way to be sure, and that the fee is small against the cost of repairs you did not price.

What the report has to find

Both conditions run 14 days from the day of sale, however some contracts may vary the time period to 7 days from the day of sale in the special conditions. The building report must come from a registered building surveyor, registered building inspector, registered domestic builder or an architect, and be prepared to AS 4349.1-2007, the Australian Standard for residential pre-purchase inspections.

It must identify a current defect in a structure on the land, and the author must state it is a major defect. The pest report must follow the relevant Australian Standard and show a current infestation the inspector designates a major infestation affecting the structure of a building.

To use either exit, the vendor gets a copy of the report and a written notice ending the contract inside the 14 days, and all money paid comes back.

Read that threshold twice, because it decides what your exit is worth. Restumping is the kind of finding an inspector will call a major defect. A leaking tap, cracked tiles or a rusted gutter is not, and a long list of small faults does not add up to one.

When a special condition is still worth asking for

Ask for one when you want more than the printed condition gives: a wider trigger such as any defect, a longer window than 14 days, or the right to renegotiate the price rather than only walk away.

Ask for one too if the vendor’s special conditions shorten the 14 days or delete the printed condition.

Subject to sale of your current home

This one exists only as a special condition; the printed form has nothing for it. If you wish to make an offer subject to sale, the clause must be specifically added into the contract. It makes your purchase conditional on your existing property selling unconditionally, so you are not left with two homes and two mortgages if your sale falls through.

A usable clause says four things: which property, unconditional by when, and what happens on that date, whether the contract ends automatically or either side can end it. A vague version creates the dispute it was meant to prevent.

The trade-off is plain. The condition makes your offer weaker, because the vendor is waiting on your sale. It earns its place in a slow market, on a property that has sat for a while, or where you cannot fund the purchase any other way.

If you can bridge the gap, leave it out. The offer without it is the stronger one.

Due diligence, vendor works and fixtures: three questions before you accept any clause

Some protections the form does not carry, so they arrive as typed clauses: due diligence on boundaries or soil, the vendor finishing named repairs before settlement, or an agreed list of items included in the sale. They are worth having where a real question hangs over the property, such as a retaining wall nobody can explain.

Test any of them against three questions. What decides satisfaction: a named report and finding, or your own discretion? If you are not satisfied, can you end the contract, or only claim money afterwards? And if the contract ends, who gets the deposit, and by when?

A clause that cannot answer all three is a dispute on paper. An answer looks like this: you may end the contract if a licensed surveyor’s report shows the boundary encroaches by more than 100 millimetres, by written notice within 14 days, with the deposit refunded in full within two business days.

What is already in the form: pre-settlement inspection, condition and the deposit

Two protections buyers ask for are already printed in the general conditions, so a special condition adds nothing. You may inspect the property at any reasonable time during the seven days up to and including settlement day, and the vendor must hand it over in the same condition as on the day of sale, fair wear and tear excepted. If something is damaged or missing at that inspection, you can ask for a repair, assuming the item was not already mising or damaged at the day of sale.

One limit: you cannot delay settlement because goods included in the sale are not as they should be. The remedy is compensation afterwards, and what happens between conditions being met and settlement covers the rest of that sequence.

The deposit has a protection that runs in the background. While any condition in your favour is still live, the deposit cannot be released to the vendor early, because section 27 of the Sale of Land Act, the early release rule, only opens once nothing in the contract still protects you.

The September 2025 form also deleted its old deposit-release clause, and LPLC’s advice to practitioners is not to include a special condition on early release at all. If one appears in your contract, raise it before you sign.

Buying at auction: negotiate first, because there is no afterwards

An auction purchase strips the protections back to nothing. Cooling off rights do not apply, and the same applies if you sign within three clear business days either side of a publicly advertised auction. This is provided by section 31(5) of the Act, the rule that removes cooling off around auctions.

The contract on display before the auction is the contract you sign, and you cannot add conditions afterwards, such as finance or a longer settlement, unless the seller agrees.

So auction preparation is contract preparation: inspections done at your cost, finance position confirmed, and any condition you need negotiated before auction day.

Vendor clauses that take your protections away

The special conditions deserve a separate read, because the recurring ones work by subtracting. Each row below ties the clause to the printed protection it overrides, which is the fastest way to see the cost of signing it.

Vendor clause to watch	What it overrides	What you lose if you sign it
Special conditions prevail over general conditions	The terms of the general conditions, to the extent of any conflict or inconsistency	Every general condition below can be overridden by a special condition
Vendor may rescind if the finance notice is not given by a fixed day	GC 20, which lets the vendor allow a later approval date	The contract can end even though the loan later approves; whether the deposit comes back depends on the wording
Property accepted as is, no compensation for defects	GC 31, same condition at settlement as on the day of sale	Your claim for past damage identified at the final inspection
Early access to the property at the buyer’s risk	GC 31, under which the vendor carries the risk of loss or damage until settlement	Liability for damage at a property you do not yet own
Early release of the deposit	Section 27, which allows release only once no buyer condition is live	The deposit’s security while your conditions are still running
Fixed daily penalty for late settlement, on top of the statutory penalty rate	GC 33, which charges the statutory penalty rate only; the 2025 form removed the extra 2%	A second, fixed charge on top of penalty interest for any delay
Vendor’s land tax passed to the buyer	The Act’s bar on recovering land tax from the buyer where the price is below the threshold amount	The vendor’s own tax bill
Shortened building report window	GC 21’s 14 days from the day of sale	Additional time to inspect, get the report and act

None of these are automatically dealbreakers; an access clause can be fair when properly drafted. The test is whether you understood what you were giving up before you signed.

Who does what

You do the things only you can do. Arrange and pay for the building and pest inspections. Apply for the loan immediately and chase the lender’s answer. Decide whether to end the contract when a report or the lender comes back badly. Do it early, because every window here is measured in days.

Your conveyancer does the rest. Reviewing the contract and special conditions before you sign, drafting any condition you ask for, serving the notices inside the windows, tracking the approval date and the 14 days, and running the transaction to settlement.

Where a dispute turns on something beyond conveyancing, that is a matter for a lawyer, and we will say so.

The clauses this article refers to

Clause or section	What it does
Sale of Land Act s31	The three clear business day cooling-off right, its cost ($100 or 0.2%), and its exceptions
Sale of Land Act s31(5)	No cooling off at auction or within three clear business days either side of one
Sale of Land Act s31(8)	Any clause cutting down the cooling-off right is void
Sale of Land Act s32(1)	The vendor must give the buyer the signed disclosure statement before the buyer signs
Sale of Land Act s27	Early deposit release, only once no condition still protects the buyer
GC 20 (Loan)	Finance condition: apply immediately, notice with evidence within two clear business days after the approval date, money refunded
GC 21 (Building report)	14-day exit on a report identifying a defect the author states is a major defect, to AS 4349.1-2007
GC 22 (Pest report)	14-day exit on a report of a major infestation affecting the structure
GC 29 (Inspection)	Buyer’s inspection right in the seven days up to and including settlement day
GC 31 (Loss or damage)	Vendor hands over in the same condition as the day of sale, fair wear and tear excepted
GC 33 (Interest)	Late settlement interest at the statutory penalty rate
AS 4349.1-2007	The Australian Standard the building report must be prepared under

Before you sign

Make sure the loan, building report and pest report boxes are ticked, the finance lines carry the real lender and the real amount, and every special condition has been read against what it takes away.

The contract protects buyers who act. It does not chase anyone who stays silent.

We offer a free 24-hour contract and Section 32 review. Get the contract in front of us before you sign, while every condition on the page is still negotiable.