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Sale & Purchase Agreement
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| A Sale & Purchase Agreement is a private contract between the vendor and the purchaser
for the sale and purchase of a property. Licensed housing developers are required to use
the standard form of Sale & Purchase Agreement in the sale of the units
in a licensed housing project.
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| Fast Facts: |
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Under the Sale & Purchase Agreement, the developer is required to build the unit and the housing
project in a good and workmanlike manner according to the Specifications set out in the Agreement.
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The purchaser should obtain a written confirmation from the developer if there are items
offered by the developer which are not stated in the Sale & Purchase Agreement.
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A purchaser of a strata-titled property should note the share value allocated to the unit as
this determines the maintenance charges payable.
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A purchaser must ensure that payments due to the developer are made promptly according to the
payment schedule in the Sale & Purchase Agreement.
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All changes to the terms and conditions in the standard Sale & Purchase Agreement have to be
approved by the Controller of Housing.
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A purchaser has to inform developer if he sub-sells the unit before completion of the sale
of the unit has taken place.
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A Sale & Purchase Agreement is a private contract between the developer and the purchaser.
Should there be any breach or disputes, the purchaser may wish to resolve them through mediation
or seek legal advice on the appropriate course of action.
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In mediation,
an impartial third party will
help the purchaser and the
developer to negotiate an
amicable settlement of the
differences. Purchasers could
consider the mediation service
offered by the Singapore Mediation
Centre, the REDAS Conciliation
Panel or the SISV Mediation
Centre. |
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| Obligations
of Developer |
The developer is required to build the unit together with all the common property, if any, in a
good and workmanlike manner according to the Specifications set out in the Schedule of the Sale
& Purchase Agreement and the plans approved by the Commissioner of Building Control and other
relevant authorities.
If in the erection of the unit, the developer has made changes from the Specifications or
approved plans with the approval of or as required by the Commissioner of Building Control or
other relevant authorities, the purchaser is entitled to a corresponding reduction in the purchase
price or to damages if such changes involve the use of cheaper materials, omission of any works
or reduction in the scale of the works originally agreed to be carried out by the developer.
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| Specifications
of Unit |
The type of materials, finishes, fittings, appliances, furnishings, etc to be used or provided
for a unit and the common facilities are set out in the "Specifications of the Building" in the
Schedule of the Sale & Purchase Agreement. To view a sample of what is contained in the Specifications,
click here.
The purchaser should obtain a written confirmation from the developer if there are any other items
offered by the developer which are not stated in the specifications, e.g. free washing machine,
cooker, etc.
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| Share
Value |
A purchaser of a unit in strata-titled housing projects (includes apartments, condominium and
strata landed housing with common property) should note the share value that has been allocated
to the unit in relation to the whole housing project. The share value of a unit determines a
purchaser's share in the housing project and is used to compute his share of contribution for
the recurrent maintenance fees and charges for the common property.
The purchaser should also note that there could be some restrictions
on the use and enjoyment of the unit and common property by the purchaser
in the Sale & Purchase Agreement. These restrictions are intended to facilitate the developer
in managing the common property before the formation of the Management Corporation and the first
annual general meeting is held. For more information on the duties and responsibilities of the
developer, please refer to BCA's publication "Strata Living in Singapore".
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| Obligations
of Purchaser |
The purchaser must ensure that all payments due to the developer are made promptly according to
the payment schedule in the Sale & Purchase Agreement. The purchaser
will be liable to pay interest in accordance with the formula set out in the Sale & Purchase
Agreement if any amount of purchase price due is not paid by the deadline specified in the payment
schedule of the Sale & Purchase Agreement.
If any payment of the purchase price and interest remains unpaid for more than 14 days after it
is due, then the developer has the right to treat the Sale & Purchase Agreement as having been
repudiated by the purchaser and may take steps as specified in the Agreement to annul the Sale &
Purchase Agreement. Once the Sale & Purchase Agreement is annulled, the developer has the right
to forfeit 20% of the purchase price, recover all outstanding interest owing and unpaid by the
purchaser, and to resell the unit to any other person or otherwise dispose of it.
To view the standard Sale & Purchase Agreement for landed housing, click here.
To view the standard Sale & Purchase Agreement for non-landed housing and strata landed housing,
click here.
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| Amend
Terms of Sale & Purchase Agreement |
All changes to the terms and conditions in the standard Sale & Purchase Agreement have to be
approved by the Controller of Housing. This is so even if the changes have been mutually agreed
to by both the purchaser and developer.
The developer is required to list all the changes to the Sale & Purchase Agreement which have
been approved by the Controller of Housing in a separate schedule in the Agreement (usually
referred to as The Second Schedule).
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| Sub-sale
of Unit |
If the purchaser wishes to sub-sell
the unit after signing the Sale
& Purchase Agreement with the developer
and completion of the sale of the
unit has not taken place, the purchaser
will have to inform the developer
of the proposed sub-sale. The developer
will, at the request of the sub-purchaser,
enter into a new Sale & Purchase
Agreement with the sub-purchaser
on such terms and conditions as
shall place the developer and the
sub-purchaser in the same position
as if the sub-purchaser were the
original purchaser in the original
Sale & Purchase Agreement.
If a purchaser has purchased the unit under a deferred payment scheme, he should note that
the developer may or may not extend the deferred payment scheme to the sub-purchaser. The purchaser
should ensure that the sub-purchaser is aware of the possible variation to the payment scheme when
they enter into the sub-sale agreement. |
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| Disputes |
Both the purchaser and developer will need to meet their respective obligations specified
in the Sale & Purchase Agreement. If there is any breach by either party, the parties should
follow the steps specified in the agreement to seek remedies.
In the event of a dispute, the purchaser is advised to initiate discussions with the
developer to resolve the differences. The purchaser may wish to consider engaging professional
mediators to reach an amicable solution or seek legal advice on the appropriate course of action
to take should the need arises. As the Sale and Purchase Agreement is a private agreement
between the developer and the purchaser, the Controller of Housing would not be able to
adjudicate on the dispute between the parties.
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| Mediation |
In mediation, an impartial third party, called a mediator, will help the purchaser and the
developer to negotiate an amicable settlement of the differences. The mediator does not
adjudicate on the dispute, but rather helps to facilitate both parties to reach an agreement
on how to solve the problem. Mediation is likely to be less costly than litigation or
arbitration and may help the purchaser resolve disputes more quickly.
Under the Sale & Purchase Agreement,
it is provided that the developer
and purchaser should, before referring
any dispute or difference relating
to the Sale & Purchase Agreement
to arbitration or court proceedings,
consider resolving the dispute or
difference through mediation at
the Singapore Mediation Centre in
accordance with its prevailing prescribed
forms, rules and procedures. To
find out more about the Singapore
Mediation Centre and its services,
click here.
If the purchaser has entered into a Sale & Purchase Agreement with a developer which is
a member of REDAS and there is any dispute between the purchaser and the developer in relation
to defects in the housing unit or obligations of the parties which arise during the defects
liability period of the Sale & Purchase Agreement, the purchaser may bring the dispute before
the REDAS Conciliation Panel for adjudication. Purchasers should note that a number of conditions
have to be satisfied before the dispute will be adjudicated upon by the REDAS Conciliation Panel.
To find out more about the REDAS Conciliation Panel and its services, please
click here.
The purchaser may also wish to consider engaging the service of the
SISV Mediation Centre, which
is set up by the Singapore Institute of Surveyors and Valuers to resolve disputes relating to the
construction and real estate industry.
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