The SPA is the document every off-plan buyer signs and almost nobody actually reads, which is why the same five clauses cause 80% of disputes three years later.
The Sale and Purchase Agreement is the formal contract between a buyer and a developer for an off-plan or new property. It sets the unit specifications, the total purchase price, the payment plan and milestones, the expected completion date, the handover specification and snagging process, grace periods for delay, penalty clauses, and the conditions under which either party can cancel. Unlike Form F on a secondary deal, the SPA is drafted by the developer’s lawyers. Every clause is written to protect the developer. The buyer negotiates very little.
I negotiate SPAs for clients with larger developers maybe twice a year. The wins are usually small: a tighter delay penalty clause, a slightly better handover specification, a clearer post-handover payment trigger. Big-name developers rarely move on price. They sometimes move on mechanics.
Read three clauses before signing any SPA: the delay grace period (often 12 months on top of expected completion), the payment default triggers, and the specification of fittings. The brochure is marketing. The SPA is the deal.
Related: Oqood, Payment Plan, Handover Date, Off-Plan.
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