“She signed without reading the fine print…”
In 2023, a Sydney buyer excited to snap up her dream home was left $35,000 out of pocket when a “minor clause” in the sale contract revealed she’d forfeited her deposit due to a missed settlement deadline. Her solicitor hadn’t explained the risks. The contract seemed straightforward. It wasn’t.
Sadly, stories like this aren’t rare, and they’re entirely avoidable.
Whether you’re signing a commercial lease, employment agreement, or buying property in Sydney’s fiercely competitive market, contract review isn’t a luxury. It’s your legal shield.
Why Contract Review Matters in Sydney
Sydney’s real estate and business environment is fast paced and legally intricate. From off the plan apartment purchases to shareholder agreements, contracts are legally binding and often riddled with clauses that favour the drafter.
A professional contract review gives you:
- Clarity on your rights and obligations
- A chance to negotiate better terms
- Protection from hidden risks
- A record of due diligence if disputes arise
Whether you’re a first home buyer, business owner, or tenant, getting a second set of legal eyes can save you from financial and emotional fallout.
What to Check Before You Sign
1. Parties and Capacity
Ensure all parties are correctly named and have the legal capacity to enter into the agreement. For businesses, check ACNs and whether the signatory is authorised.
2. Key Dates and Deadlines
From settlement dates to termination notice periods, missing these can cost you dearly. For property contracts in NSW, watch for Notice to Complete clauses which make “time of the essence” after missed deadlines.
3. Payment Terms
Check:
- Amounts due (including GST?)
- Due dates
- Penalties for late payments
- Refund conditions (if any)
Misunderstood payment schedules are a common source of disputes.
4. Termination Clauses
Can you walk away if things go south? What are the exit penalties? Some contracts lock you in with hefty break fees or one sided termination rights.
5. Warranties and Indemnities
Is the other party shifting liability onto you? Watch for broad indemnity clauses, especially in business and construction contracts, which can expose you to substantial financial risk.
6. Dispute Resolution
Does the contract require mediation or arbitration before court? Is jurisdiction limited to NSW or elsewhere? A poorly drafted clause can delay justice.
7. Special Conditions
This is where the real danger hides. In property transactions, these often include building and pest report conditions, sunset clauses for off the plan developments, or even restrictions on use or renovation.
Strategic Contract Review: The G&A Approach
At Green & Associates, we don’t just “read” your contract. We interrogate it.
We apply:
- Legal insight (from both plaintiff and defence perspectives)
- Commercial realism (we’ve negotiated hundreds of high stakes deals)
- Tailored advice (we don’t do cookie cutter reviews)
Our recent client, a property developer, nearly signed a deal thinking he could subdivide. We picked up that the zoning wouldn’t permit it. One clause saved him six figures. Another client escaped a predatory commercial lease after we uncovered an indemnity clause that would’ve made her liable for building repairs.
Common Sydney Contracts That Need Review
- Property sale or purchase contracts
Especially with clauses like Notices to Complete or extended settlements (see our article on settlement extensions) - Commercial leases
Know your make good obligations, rent escalation mechanisms, and rights of renewal. - Employment contracts
Including restraints of trade, confidentiality clauses, and whether they comply with the Fair Work Act. - Shareholder or partnership agreements
These govern the future of your business. Get them right from day one.
Red Flags That Mean You Definitely Need Legal Review
- “Standard form contract” (code for: written to protect the other side)
- Clauses you don’t understand
- Urgency or pressure to sign
- Verbal promises not included in writing
- Crossed out clauses or handwritten amendments
- Contracts sourced online or overseas
Don’t Sign Until You’ve Done This
Step 1: Read the entire contract. Yes, all of it.
Step 2: Mark anything you don’t understand.
Step 3: Contact a contract solicitor, ideally one who’ll not just interpret, but negotiate.
Step 4: Ensure all changes are in writing before signing.
Step 5: Get a copy of the final signed agreement.
Final Thoughts: Prevention Is Cheaper Than Cure
Contracts are enforceable whether or not you’ve read or understood them. Courts assume you knew what you were doing.
That’s why a contract review is an investment, not a cost. A one hour consult with a lawyer can spare you months (or years) of litigation. And if it gets that far, you’ll be glad to have us on your side.
Need a Contract Reviewed in Sydney?
Green & Associates specialises in strategic, commercial, and property contract reviews. We act fast, think critically, and help you sign with confidence, not regret. Contact us today to protect your interests before you ink the deal.
