Glossary, buying process

Sale and purchase agreement (SPA) in Thai property

สัญญาจะซื้อจะขาย

The sale and purchase agreement is the contract in which buyer and seller commit to transfer a property on agreed terms: price, payment schedule, completion date, specification and who pays which taxes. Ownership passes later, on registration at the land office.

For a new condominium bought from a developer, section 6/2 of the Condominium Act requires the contract to follow the Department of Lands' standard form, known as Or Chor 22. Terms that depart from the form to the buyer's disadvantage are unenforceable. The form includes penalties for late completion and a defects warranty of five years for structure and two years for other parts of the building.

Villas, leases and resales have no mandatory form, so the drafting matters more. The clauses to read closely are the completion date and the remedy for delay, the tolerance for differences in floor area, what counts as buyer default and how much is forfeited, the split of transfer costs, and the right to assign the contract before completion.

Contracts are often issued in Thai and English. Check which version prevails. On transfer day the parties also sign a short official sale contract in Thai at the land office.

Have an independent lawyer review the agreement before you pay the contract deposit. See the off-plan buying process and title deeds and due diligence.

General guidance, not legal or tax advice. Take independent legal advice before you commit to a purchase.

Terms related to sale and purchase agreement (spa)

Reservation agreement: A reservation agreement takes a property off the market for a short, fixed period in return for a deposit, giving the buyer time to review the sale and purchase agreement and carry out checks before committing.
Payment plan: A payment plan is the schedule of instalments a buyer pays a developer for an off-plan property, from reservation deposit to the final payment on transfer. Each stage is a fixed share of the price, due on a set date or at a construction milestone.
Off-plan: Off-plan means buying a property before it is built or finished, on the strength of plans, a show unit and a contract. The buyer pays in stages during construction and takes title when the building is complete and registered.
Due diligence: Due diligence is the set of legal and physical checks a buyer makes before committing to a property: who owns it, what is registered against it, whether it was lawfully built and whether the seller can deliver what the contract promises.