New Build Purchase Contract Clauses to Check Abroad

Check the delivery date and long-stop date, compensation for delay, withdrawal and refund rights, payment triggers tied to construction stages, the specification annex, warranty periods, fees and charges, and the governing law. Have an independent lawyer review a certified translation before you sign.

Why the contract is your real protection

Marketing promises disappear; the signed contract remains. Everything the salesperson said that is not in the document may not bind the developer. Buyers who read the contract with a lawyer before paying often find one-sided clauses that can be changed, and sometimes find reasons to walk away. Our guide to how to buy a new build property abroad puts the contract at step six, after due diligence and before any big payment.

The clauses that matter

Clause	What to look for	Why it matters
Parties	Exact legal name of seller and project company	You need a solvent counterparty
Property description	Unit number, internal area, parking, storage	Prevents disputes over what you bought
Price	Currency, whether taxes are included	Avoids surprise additions
Payment schedule	Dates or construction milestones	Ties your money to progress
Delivery date	Expected date and long-stop date	Sets the point where you can act
Delay remedy	Compensation, right to terminate	Decides your leverage
Specification	Brands, materials, finishes in an annex	Limits substitution
Changes	When the developer may alter plans	Protects layout and area
Withdrawal	Your rights to cancel and refund	Your escape route
Warranty	Period and scope of defect cover	Post-handover protection
Governing law	Which law and court apply	Cost and ease of dispute

Off Plan Properties has a guide to pre-construction contract clauses that explains what to look for in a sales and purchase agreement, which is a good companion to this list.

Key takeaway: the two clauses with most leverage are the long-stop date and the refund right. If you cannot find them, ask for them to be added.

Delivery dates: expected versus long-stop

An expected date is a target. A long-stop date is the last date after which you can cancel or claim a remedy. A contract with only a soft expected date and a vague “subject to force majeure” clause gives you little. Ask what counts as force majeure and whether market conditions or financing problems are excluded. The catalogue’s comparison guide reports that a share of projects finish months late, so negotiate a clear date and compensation, even if you do not expect to use it.

Payment triggers

Payments should follow verified construction stages or a fixed calendar that you can accept. Avoid contracts where you pay large instalments before significant work begins. Ask who certifies each stage, and what proof you will receive. Compare with how deposit protection works in that country, since the trigger and the protection mechanism should work together.

Specification and changes

Attach a detailed specification to the contract. Without it, the developer may substitute materials or reduce areas. Check whether the contract lets the developer change layouts or area within a tolerance, and what you can do if the change exceeds it. A common term is a tolerance in total area of a few percent with a price adjustment; make sure any adjustment works both ways. Ask for floor plans and a written area measurement method.

Withdrawal and termination

You should know exactly when you can cancel and what you get back. Look for rights to terminate for late delivery, for substantial change and for failure of finance if you rely on a loan, as covered in mortgages for non-residents. Also see what happens if you cancel without cause: forfeiture of a deposit is common, so know the size.

Fees, taxes and extras

Check what is included: taxes, registration fees, utility connections, community fund contributions and any assignment fee if you resell before completion. Items listed as buyer’s costs belong in your budget, and our list of hidden costs shows what to request. Ask whether you pay a service charge from handover and how the first year’s amount is estimated.

Language, law and disputes

If the contract is in a language you do not read well, get a certified translation and have the lawyer confirm that the translation matches the version that governs. Check which country’s courts handle disputes and whether arbitration is required. Litigating abroad is slow and expensive, so a clear refund mechanism is worth more than a right to sue.

A review routine

1. Receive the draft at least a week before the signing date.
2. Send it to your independent lawyer with a list of concerns.
3. Ask for changes in writing and keep versions.
4. Check the title, permits and developer, as in vetting an overseas developer.
5. Sign only the final version, with all annexes attached and initialled.

If the developer refuses any changes and will not explain why, consider that part of your due diligence.

Sources and caveats

Contract law varies by country. This article is general information, not legal advice. Ask an independent local lawyer to review the specific document before you sign.

Where to find the listings and guides to compare against

When you are comparing contracts across projects, the Off Plan Properties listings catalogue shows what is on the market in each country, and its guide on developer insolvency protection explains what should happen to your money if a developer fails. Use both as context, then rely on the wording of your own contract.

Clauses that are easy to miss

Assignment. Can you sell your place in the contract before completion, and does the developer charge a fee or require consent? If you might need to exit, this matters.

Interest on late payments. Check the rate charged if you miss an instalment, and whether the developer can cancel and keep payments after a short delay. A mismatch with the developer’s own penalty for delay is a sign of imbalance worth raising.

Snagging. Look for a defined process: inspection before handover, a written snag list, a deadline for the developer to fix items and a retention of part of the final payment until they are fixed. Without it, you may be left chasing repairs.

Service charge and community rules. The contract may bind you to rules of a community of owners, including pet policies, letting restrictions and the way charges are set. Ask for the draft rules and a budget for the first year.

Third-party rights. Some contracts say who may rely on warranties, for example only the first purchaser. If you plan to sell within a few years, check that warranties pass to the next owner.

Taxes on assignment or cancellation. Find out what taxes arise if the contract is cancelled or assigned, since a cancelled contract can still leave you with costs.

Each of these is a small paragraph in a long document, yet any of them can decide how a dispute ends. Mark them, ask your lawyer to explain each in plain language and request changes where they are one-sided.