| 5.2 The Purchaser shall, within 4 working days after receiving from the Vendor a Certificate of Statutory Completion relating to the Unit (or a certified copy thereof), serve — |
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| (a) | on the stakeholder that Certificate or the certified copy thereof and a notice of deductions from the Purchase Price which he desires to make under this Agreement; and |
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| (b) | on the Vendor at the same time, the same notice of deductions from the Purchase Price. |
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| 5.3 The stakeholder must then pay to the Vendor the sum referred to in item 4 (b) of the Payment Schedule less all authorised deductions 3 working days after receiving from the Purchaser the Certificate of Statutory Completion relating to the Unit (or a certified copy thereof). |
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| 5.4 If the Vendor disputes all or any part of the deductions specified in the Purchaser’s notice under clause 5.2 (b), the Vendor may serve on the stakeholder a notice stating the amount of deductions in dispute and the amount not in dispute, if any. |
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| 5.5 The notice referred to in clause 5.4 must be served on the stakeholder at least one working day before the due date of payment under clause 5.3. |
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| 5.6 If a notice referred to in clause 5.4 is duly served on the stakeholder in accordance with clause 5.5, then, notwithstanding clause 5.3, the stakeholder shall be entitled to — |
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| (a) | pay to the Vendor at the time prescribed by clause 5.3 (referred to as the payment due date) the sum referred to in item 4 (b) of the Payment Schedule less the amount of deductions notified by the Purchaser under clause 5.2; |
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| (b) | pay to the Purchaser the amount of deductions notified under clause 5.2 less the amounts disputed by the Vendor under clause 5.4 on the payment due date or 7 working days after the Vendor’s notice referred to in clause 5.4, whichever is the later; and |
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| (c) | retain the amount disputed by the Vendor, pending the settlement of the dispute regarding the amount of deductions from the Purchase Price which the Purchaser is entitled to make under this Agreement. |
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| 5.7 If the Certificate of Statutory Completion relating to the Unit is issued before the Completion Date, then instead of the arrangements in item 4 of the Payment Schedule and clauses 5.2 to 5.6 above, the Purchaser must pay to the Vendor the last instalment of 10% of the Purchase Price in the following manner: |
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| (a) | within 14 days after the Purchaser receives the Certificate of Statutory Completion (or a certified copy thereof) |
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| | | 2% of the Purchase Price. |
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| | | the balance 8% of the Purchase Price. |
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| 5.8 All instalments in items 1 to 3 of the Payment Schedule are to be paid to the Vendor by way of cheques crossed “account payee only” drawn in favour of the bank account which the Vendor has opened with (name of bank or financial institution). |
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| 5.9 All instalments payable to or by the Singapore Academy of Law under item 4 (b) of the Payment Schedule must be paid in accordance with the relevant Rules made under the Singapore Academy of Law Act (Cap. 294A). |
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| 5.10 The interest or other income derived from any part of the Purchase Price held by the Singapore Academy of Law as stakeholder shall accrue to the Singapore Academy of Law. |
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| 5.11 Every notice referred to in clause 5.1 must be accompanied by the requisite certificate of the qualified person engaged by the Vendor. |
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| 5.12 The certificate of the Vendor’s qualified person is conclusive of the fact that the works specified there have been completed, and the Purchaser must accept the certificate without further objection or enquiry. |
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| 5.13 The Vendor need not give the notices referred to in item 2 (d), (e), (f) and (g) of the Payment Schedule in that order but may give them in any order. |
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| 5.14 Time is to be of the essence of this Agreement where payment of instalments of the Purchase Price is concerned. |
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| 6. | Late Payment of Instalments |
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| 6.1 If the Purchaser fails to pay any or any part of any instalment according to clause 5 (other than any instalment to be paid by the stakeholder), interest on the unpaid amount is to be payable by the Purchaser to the Vendor until — |
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| (a) | the unpaid amount is paid; or |
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| (b) | the expiration of the repudiation notice period under clause 7.2, |
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| 6.2 Interest on the unpaid amount referred to in clause 6.1 shall begin to run from the 15th day after the Purchaser has received the relevant documents under clause 5. |
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| 6.3 If the Purchaser fails to serve the Certificate of Statutory Completion or the certified copy thereof on the stakeholder in accordance with clause 5.2, interest on 8% of the Purchase Price is also to be payable by the Purchaser to the Vendor. |
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| 6.4 The interest referred to in clause 6.3 shall run from the 5th working day after the Purchaser has received the Certificate of Statutory Completion (or the certified copy thereof) from the Vendor and shall continue until — |
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| (a) | the Purchaser serves that Certificate or certified copy on the stakeholder; or |
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| (b) | the expiration of the repudiation notice period under clause 7.2, |
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| 6.5 The interest referred to in clauses 6.1 and 6.3 shall be calculated on a daily basis at the rate of 2% above the Base Rate. |
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| 7. | Repudiation by Purchaser |
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| 7.1 The Vendor has the right to treat this Agreement as having been repudiated by the Purchaser if — |
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| (a) | any instalment of the Purchase Price (not being an instalment to be paid by the stakeholder) and interest remains unpaid for more than 14 days after its due date; or |
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| (b) | the Purchaser has not served the Certificate of Statutory Completion or the certified copy thereof on the stakeholder at the end of 18 days after receiving that Certificate or certified copy from the Vendor. |
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| 7.2 To treat this Agreement as repudiated, the Vendor must give to the Purchaser not less than 21 days’ notice in writing of the Vendor’s intention to treat this Agreement as having been repudiated by the Purchaser. |
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| 7.3 This Agreement is to be treated as annulled after the notice period referred to in clause 7.2 has expired unless the unpaid instalments and interest have been paid or the requisite document has been served before the expiry of that notice period. |
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| 7.4 Once this Agreement is annulled, the Vendor has the right to — |
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| (a) | resell or otherwise dispose of the Unit as if this Agreement had not been entered into; |
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| (b) | recover from the instalments (excluding interest) previously paid by the Purchaser all interest owing and unpaid at the date of annulment; and |
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| (c) | forfeit and keep 20% of the Purchase Price from the instalments (excluding interest) previously paid by the Purchaser. |
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| 7.5 After deducting the amounts referred to in clause 7.4 (b) and (c) from the instalments previously paid by the Purchaser, the Vendor must refund the balance of those instalments not more than 21 days’ after one of the following dates, whichever is the later: |
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| (a) | the date this Agreement is annulled; or |
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| (b) | where vacant possession of the Unit has been delivered to the Purchaser, the date vacant possession of the Unit is returned to or recovered by the Vendor. |
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| after which neither party shall have further claims against each other. |
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| 7.6 If the Vendor does not refund the balance of the instalments in accordance with clause 7.5, interest on the unrefunded balances is to be payable by the Vendor to the Purchaser until the unpaid balances are paid; and the interest shall run from the 22nd day after the relevant date and be calculated on a daily basis at the rate of 2% above the Base Rate. |
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| If the land on which the Unit is built is subject to an encumbrance, the Purchaser must, instead of paying the instalments of the Purchase Price due under clause 5 to the Vendor, pay the instalments to the encumbrancer, and the Purchaser shall be regarded as duly performing his obligations under clause 5 by making payment in that manner. |
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| 9.1 The title to the land on which the Unit is or is to be built shall be properly deduced. |
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| 9.2 The Purchaser may not ask for the delivery or production of deeds not in the Vendor’s possession nor may he raise any requisition on or objection against them. |
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| 9.3 The share value allotted to the Unit in the schedule of strata units filed with and accepted by the Commissioner of Buildings under the Building Maintenance and Strata Management Act 2004 (Act 47 of 2004) is _____. The Purchaser’s share of maintenance charges for the common property of the Building shall be (indicate share value of Unit against total share value of Building). |
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| *9.4 Part of the common property of the Building is designated as limited common property for the exclusive benefit of the Purchaser and purchasers of certain other units in the Building. The Purchaser’s share of contribution to the expenses relating solely to such limited common property shall be (indicate share value of Unit against total share value of units with exclusive benefit of that limited common property). |
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| 10.1 The Vendor must as soon as possible build the Unit, together with all common property of the Building, in a good and workmanlike manner according to the Specifications and the plans approved by the Commissioner of Building Control and other relevant authorities. |
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| 10.2 The Vendor shall at his own cost and expense — |
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| (a) | build the roads, driveways, drains, culverts and sewerage mains serving the Building according to the requirements and specifications of the Commissioner of Building Control; and |
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| (b) | lay all necessary water, electricity and sewerage mains to serve the Unit and the Building. |
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| 10.3 The Vendor must obtain all the necessary consents and approvals of the Commissioner of Building Control and other relevant authorities for the construction of the Unit, and must comply with all the requirements of the Commissioner of Building Control and other relevant authorities for the construction of the Unit. |
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| 10.4 The Vendor must at his own expense obtain the approval of the Competent Authority under the Planning Act (Cap. 232) for the subdivision of the land on which the Building is or is to be built, but any delay in obtaining the approval is not to be a ground for the Purchaser to delay any payment due under clause 5 or 6. |
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| 10.5 The Vendor must at his own expense obtain the Subsidiary Strata Certificate of Title for the Unit in the Building except where the Registrar of Titles gives a direction that no Subsidiary Strata Certificate of Title will be issued for the units in the Building. |
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| 11. | Purchaser’s Obligations |
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| 11.1 The Purchaser must pay for all turning‑on fees for the supply of electricity or other amenities to the Unit. |
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| 11.2 Where the Certificate of Statutory Completion has not been issued for the Unit, the Purchaser shall not, without the prior written consent of the Vendor, carry out or cause to be carried out any alterations or additions to the Unit which result in the Unit not having been constructed according to the plans and specifications approved by the Commissioner of Building Control. |
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| 11.3 If the Purchaser or his employee or agent damages any of the common property of the Building, the Purchaser must make good such damage to the satisfaction of the Vendor’s qualified person. |
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| 12.1 The Vendor must conduct or cause to be conducted all necessary title surveys relating to the subdivision of the Building and Housing Project and to the production of conveyance plans for the Purchaser in respect of the Unit. |
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| 12.2 The Vendor and Purchaser shall contribute in the following proportions to meet the expenses (exclusive of goods and services tax) for the title surveys and the production of conveyance plans referred to in clause 12.1: |
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| | |
| | | A proportion of the balance 50% which is equal to the proportion the share value allotted to the Unit bears to the aggregate share value for the Housing Project. |
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| 12.3 The registered land surveyor engaged by the Vendor to conduct the title surveys and to produce the conveyance plans shall certify the amount of contribution payable by the Purchaser. The surveyor’s certificate shall be final and conclusive as to the amount of contribution payable by the Purchaser. |
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| 12.4 The Purchaser shall on demand pay to the Vendor the amount of contribution certified under clause 12.3 and all goods and services tax charged by law on the supply of the surveyor’s services. |
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| 13. | Delivery of Possession |
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| 13.1 The Vendor must deliver vacant possession of the Unit to the Purchaser no later than ____________________ (the Transfer Date). |
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| 13.2 Before delivering vacant possession of the Unit to the Purchaser, the Vendor must ensure that the Unit has been completed so as to be fit for occupation and must remove all surplus material and rubbish from the Unit and the Building. |
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| 13.3 The Vendor shall deliver vacant possession of the Unit to the Purchaser by delivering a Notice of Vacant Possession in respect of the Unit. On delivery of vacant possession of the Unit to the Purchaser, the Vendor must deliver to the Purchaser a copy of — |
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| (a) | the Temporary Occupation Permit or the Certificate of Statutory Completion for the Unit; and |
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| (b) | a certificate by the Vendor’s qualified person that the Unit and the Building (and all the roads, drainage and sewerage works for the Building) have been constructed according to the Specifications and plans approved by the Commissioner of Building Control, and that all water and electricity supplies and, all gas supplies (if any), have been properly connected to the Unit. |
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| 13.4 If the Vendor for any reason does not deliver vacant possession of the Unit to the Purchaser by the Transfer Date, the Vendor must pay to the Purchaser liquidated damages. |
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| 13.5 Liquidated damages under clause 13.4 are to be calculated on a daily basis, commencing from the day immediately after the Transfer Date, at the rate of 10% per annum on the total sum of all the instalments paid by the Purchaser towards the Purchase Price, and shall run until the Purchaser receives a Notice of Vacant Possession from the Vendor in respect of the Unit. |
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| 13.6 Any liquidated damages payable to the Purchaser under clause 13.4 may be deducted from any instalment of the Purchase Price due to the Vendor. |
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| 13.7 Before taking possession of the Unit, the Purchaser must — |
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| (a) | arrange for the supply of water, electricity and other utility services to be supplied and separately metered to the Unit; and |
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| (b) | pay to the Vendor a deposit of $500 from which deductions may be made to make good any damage caused by the Purchaser (or his employee or agent) to the common parts of the Building. |
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| 14.1 The Purchaser shall pay to the Vendor maintenance charges for the maintenance of the common property of the Building and any limited common property which the Purchaser is entitled to the benefit of, and for the provision of cleaning and other services from — |
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| (a) | the date the Purchaser actually takes possession of the Unit; or |
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| (b) | the 15th day after the date the Purchaser receives from the Vendor the Notice of Vacant Possession in respect of the Unit, |
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| whichever is the earlier. |
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| 14.2 The amount of maintenance charge shall be as approved by the Commissioner of Buildings. |
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| 14.3 The Purchaser must also pay to the Vendor all goods and services tax charged by law on the supply maintenance, cleaning and other services referred to in clause 14.1. |
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| 14.4 The maintenance charges for the first 6 months and the goods and services tax relating to those charges are to be paid in advance in one lump sum, and are subsequently to be paid quarterly in advance. |
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| 14.5 The Purchaser need not pay the maintenance charge and any goods and services tax relating to it once the management corporation of the Building takes over from the Vendor the function of maintaining the Building and the provision of cleaning and other services. |
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| 14.6 If any part of the maintenance charge or goods and services tax is not paid at the end of 14 days after it is due, the Purchaser must then pay interest at 2% above the Base Rate on such unpaid amount. |
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| 15. | Changes from Specifications and Plans |
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| 15.1 In the course of erecting the Unit, the Vendor shall ensure that no changes from the Specifications and approved plans shall be made except as follows: |
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| (a) | changes which have been approved or are required by the Commissioner of Building Control or other relevant authorities; or |
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| (b) | changes which have been certified by the Vendor’s qualified person as convenient or necessary. |
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| 15.2 The Purchaser need not pay for the cost of any such changes. |
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| 15.3 In the event that any such change involves the substitution or use of cheaper materials or an omission of any works or a reduction in the scale of works originally agreed to be carried out by the Vendor, the Purchaser shall be entitled to a corresponding reduction in the Purchase Price or to damages. |
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| 15.4 If the final approved building plans for the Unit and the Building differ substantially from the plans and specifications approved by the Purchaser at the date of this Agreement, the Purchaser has the right to terminate this Agreement; and if this happens — |
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| (a) | the Vendor must refund all moneys paid by the Purchaser with interest calculated at the rate of 10% per annum; and |
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| (b) | upon such payment, neither party will have any claim against the other. |
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| Any dispute as to whether the Unit when built differs substantially from the approved plans and specifications is to be referred to arbitration under the Arbitration Act (Cap. 10). |
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| 16. | Certificate of Statutory Completion |
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| 16.1 The Vendor must at his own cost and expense do everything necessary to procure the issue of the Certificate of Statutory Completion for the Unit, and must produce that Certificate to the Purchaser once it is issued. |
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| 16.2 At any time after the date of delivery of vacant possession of the Unit to the Purchaser but before the issue of the Certificate of Statutory Completion for the Unit, the Vendor and his workmen or agents have the right to make such alterations or additions to the Unit as may be required by the Commissioner of Building Control, and the Purchaser agrees to grant them access to the Unit at reasonable times for that purpose. |
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| 16.3 If the issue of a Certificate of Statutory Completion in respect of the Unit is refused, withheld or delayed owing to any alteration or addition carried out or caused to be carried out by the Purchaser without the Vendor’s prior written consent, or some other act or omission by the Purchaser, the Vendor may by notice in writing require the Purchaser to take such measures as are necessary to enable the Vendor to obtain the Certificate of Statutory Completion within 30 days of that notice. |
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| 16.4 If the Purchaser does not comply with the Vendor’s notice under clause 16.3, the Vendor and his workmen or agents have the right to enter the Unit to make such necessary alterations and additions to the Unit as may be required by the Commissioner of Building Control, and to recover from the Purchaser the cost of the alterations and additions. |
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| 17.1 The Vendor must give to the Purchaser a Notice to Complete requiring completion of the sale and purchase of the Unit in accordance with this clause no later than _______________ or 3 years after the date of delivery of vacant possession of the Unit, whichever is the earlier. |
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| 17.2 Completion must take place 14 days after the Purchaser receives the Vendor’s Notice to Complete accompanied by a certificate by the Vendor’s qualified person stating that the Competent Authority approves the subdivision of the Building. |
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| 17.3 The completion of the sale and purchase of the Unit is to take place at the office of the Vendor’s solicitors. |
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| 17.4 On completion, the Vendor must execute a proper assurance to the Purchaser of the Unit. The Vendor must also deliver to the Purchaser a duplicate Subsidiary Strata Certificate of Title for the Unit in the Building unless the Registrar of Titles has directed that no Subsidiary Strata Certificate of Title will be issued for the units in the same Building. The assurance is to be prepared by and at the expense of the Purchaser. |
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| 17.5 If for any reason the Vendor does not give a Notice to Complete by the date specified in clause 17.1, the Vendor must pay to the Purchaser liquidated damages. |
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| 17.6 Liquidated damages under clause 17.5 are to be calculated on a daily basis at the rate of 10% per annum on the total instalments paid by the Purchaser towards the Purchase Price, and shall run from the date on which the Notice to Complete should have been given under clause 17.1 until the date when the Notice to Complete is actually given to the Purchaser. |
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| 17.7 Any liquidated damages payable to the Purchaser under clause 17.5 may be deducted from any instalment due to the Vendor. |
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| 17.8 The deposit of $500 referred to in clause 13.7 (b) (less any deductions permitted under this Agreement) must be refunded to the Purchaser or his assignee on the Completion Date. |
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| 17.9 Notwithstanding completion of the purchase of the Unit, the terms of this Agreement which are not fulfilled are to remain in effect as between the Vendor and Purchaser. |
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| 18. | Defects Liability Period |
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| 18.1 The Vendor must make good at his own cost and expense any defect in the Unit, Building or the common property which becomes apparent within 12 months from the date the Purchaser receives the Notice of Vacant Possession in respect of the Unit. |
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| 18.2 The Vendor must make good any defect within one month of his receiving a notice from the Purchaser requiring the Vendor to make good such defect, failing which the Purchaser may do the following: |
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| (a) | notify the Vendor of his intention to cause rectification works to be done and the estimated cost of carrying out those works; and |
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| (b) | give the Vendor an opportunity to carry out the proposed rectification works within 14 days after the date of the notice in paragraph (a), failing which he may proceed to rectify the defect by his own employees or workmen. |
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| 18.3 If the Vendor, after having been duly notified under clause 18.2, fails to carry out the rectification works to make good the defect within the specified time, the Purchaser has the right to recover from the Vendor the cost of those rectification works. The Purchaser may deduct the cost of those rectification works from the sum referred to in item 4 (b) of the Payment Schedule. |
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| 18.4 This clause does not excuse the Vendor from his obligations under clause 16. |
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| 19. | Errors, omissions and misdescription |
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| 19.1 On the execution of this Agreement, the Vendor shall furnish to the Purchaser a certificate issued by a registered land surveyor certifying that the area of the Unit is the area derived from the dimensions shown in the plans approved by the Commissioner of Building Control and other relevant authorities. |
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| 19.2 Any error, omission or misdescription of the area of the Unit does not invalidate this Agreement nor does it give the Purchaser the right to be discharged from the purchase, but should any such error, omission or misdescription of the area be discovered on completion of the title survey as approved by the Chief Surveyor, the Purchaser has the right to an adjustment of the Purchase Price calculated under clause 19.3. |
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| 19.3 Where, on completion of a title survey as approved by the Chief Surveyor, it is discovered that the area of the Unit is less than the area stated in this Agreement, the Purchase Price is to be reduced as follows: |
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