Property Sales Contract: Format for Flat, Land and Commercial (2026 Guide)
Get a ready-to-use property sales contract template for residential flat, plot/land and commercial property in India. Key clauses, format guide and stamp duty rules for 2026.
Quick Summary (TL; DR)
A property sales contract template is a structured legal document used to record the terms and conditions agreed upon between a property seller and buyer before ownership is officially transferred through the registration of the final sale deed. It serves as a preliminary agreement that outlines essential details such as the agreed sale price, payment schedule, token amount or advance payment, possession date, responsibilities of both parties and the legal obligations that must be fulfilled before the transaction is completed. The contract also helps reduce disputes by clearly documenting the rights and commitments of each party and can be used as evidence if disagreements arise during the sale process.
What Is a Property Sales Contract?
A property sales contract - also called an agreement to sell, sale agreement or agreement for sale - is a legally binding document between a buyer and a seller.
It is signed before the final sale deed. It records:
Who is buying and who is selling
What property is being sold and at what price
How and when the money will be paid
When possession will be handed over
What happens if either party backs out
It is governed by the Indian Contract Act, 1872, Registration Act, 1908
and the Transfer of Property Act, 1882. It does not transfer ownership - that happens only when the final sale deed is registered. However, it creates enforceable legal rights for both parties under the Specific Relief Act, 1963.
Why You Cannot Skip a Written Sales Contract?
A verbal agreement is not enough. Here is what can go wrong without a written contract:
Without a Sales Contract | With a Sales Contract |
Seller can change the price before registration | Price is locked in writing |
Advance may not be refundable | Advance terms are clearly defined |
No possession date - delays are uncontrolled | Possession date is legally binding |
Disputes take years to resolve in court | Penalty clauses resolve disputes faster |
Banks may not release home loan | Most banks need a registered sale agreement |
What Every Property Sales Contract Must Include
Regardless of property type, every sales contract in India must contain these core elements:
Identity Verification: Full legal names, addresses and ID details (Aadhaar/PAN) of both buyer and seller.
Property Schedule: Complete property description including address, area, survey/khata number and boundaries.
Financial Terms: Total agreed sale price in both numbers and words, along with the detailed balance payment schedule.
Tax Compliance (TDS): A mandatory clause stating that the buyer will deduct 1% TDS under Section 194-IA if the total sale consideration exceeds ₹50 Lakhs.
Earnest Money: The exact advance amount paid and the specific conditions under which it can be forfeited or refunded.
Possession & Execution: A definitive deadline for both physical possession and final sale deed registration.
Execution: Signatures of both primary parties and at least two independent witnesses.
Stamp duty reminder: Under Article 5 of the Karnataka Stamp Act, 1957, stamp duty on an Agreement to Sell is determined by possession:
Without Delivery of Possession: Stamped at 0.1% of the sale consideration. This amount is fully adjusted against the final stamp duty during sale deed registration.
With Delivery of Possession: Attracts the full stamp duty equivalent to a regular Sale Deed (typically 5%).
Note: The registration fee on the final sale deed stands at 2% (as revised in August 2025).
Template 1: Sales Contract for Residential Flat or House
Use this format when buying or selling a ready-to-move flat, apartment, independent house or villa.
Key additions for residential properties: car parking details, maintenance dues clearance, society NOC, OC/CC status and home loan NOC from existing lender if the property is mortgaged.
TEMPLATE: AGREEMENT TO SELL – RESIDENTIAL PROPERTY
AGREEMENT TO SELL
This Agreement to Sell is made and executed at [City], on this [DD] day of [Month], [Year]
BETWEEN:
SELLER: [Full Name], Age: [XX] years, Son/Daughter of [Father's Name], residing at [Complete Address], Aadhaar No: [Aadhaar Redacted/Placeholder], PAN No: [XXXXX] (hereinafter referred to as "the Seller")
AND
BUYER: [Full Name], Age: [XX] years, Son/Daughter of [Father's Name], residing at [Complete Address], Aadhaar No: [Aadhaar Redacted/Placeholder], PAN No: [XXXXX] (hereinafter referred to as "the Buyer")
1. PROPERTY DESCRIPTION
The Seller agrees to sell the following residential property:
Property Type: Residential Flat / Independent House
Flat No. / House No.: [___] | Floor: [___] | Tower/Block: [___]
Project/Society Name: [___]
Address: [Full postal address, locality, city, pin]
Total Built-up Area: [___] sq. ft. | Carpet Area: [___] sq. ft.
Car Parking: [Covered/Open, Slot No. ___, if applicable]
Survey/Khata No.: [___] | Ward: [Local Municipal Ward name and number]
Boundaries: North: [___], South: [___], East: [___], West: [___]
2. SALE CONSIDERATION & TDS
Total Agreed Sale Price: Rs. [Amount in figures] (Rupees [Amount in words] only).
Advance Paid (Earnest Money): Rs. [Amount] paid on [Date] via [Mode: NEFT/Cheque/RTGS].
Balance Amount: Rs. [Amount], payable on or before [Date].
Statutory TDS Deduction: If the total sale price exceeds ₹50 Lakhs, the Buyer shall deduct and deposit 1% TDS under Section 194-IA of the Income Tax Act, providing the Form 16B certificate to the Seller.
3. POSSESSION
The Seller shall hand over vacant, physical possession of the property on or before [Date].
All keys, structural documents, and society NOCs shall be handed over at the time of possession.
4. TITLE AND ENCUMBRANCE WARRANTY
The Seller explicitly warrants that:
The property has a completely clear, marketable, and unencumbered title.
All society maintenance dues, property taxes, and electricity bills will be cleared fully up to the exact date of possession.
The Occupancy Certificate (OC) and Completion Certificate (CC) are valid and intact.
5. DEFAULT CLAUSE
Buyer Default: If the Buyer fails to pay the balance amount by [Date], the Seller is entitled to forfeit the earnest money deposit and cancel this agreement.
Seller Default: If the Seller fails to complete the sale registration by [Date], the Seller shall refund the entire advance amount along with an additional penalty sum of Rs. [Penalty Amount] as liquidated damages.
6. REGISTRATION
Both parties agree to execute and register the final Sale Deed on or before [Date] at the Sub-Registrar's Office, [Location].
SIGNATURES
Seller Signature: _______________ Date: ___________
Buyer Signature: _______________ Date: ___________
Witness 1: Name: _______________ Address: _______________ Sign: ___
Witness 2: Name: _______________ Address: _______________ Sign: ___
Template 2: Sales Contract for Plot or Land
Use this format when buying or selling a plot, layout site, or vacant land.
Key additions for land/plots: Revenue survey numbers, layout approval plans, DC Conversion certificates (shifting agricultural land to non-agricultural use), and specific Khasra/Khata details.
Crucial Warning: Agricultural land in Karnataka cannot be purchased by non-agriculturists without formal conversion permissions. Always check the official DC Conversion status and clear RTC details on the Bhoomi portal before signing.
Visual Asset Note: Insert a screenshot of a Bhoomi portal RTC page showing clear ownership records for a layout survey number.
TEMPLATE: AGREEMENT TO SELL – PLOT OR LAND
AGREEMENT TO SELL
This Agreement to Sell is made and executed at [City], on this [DD] day of [Month], [Year]
BETWEEN:
SELLER: [Full Name], Age: [XX] years, Son/Daughter of [Father's Name], residing at [Complete Address], Aadhaar No: [Aadhaar Redacted/Placeholder], PAN No: [XXXXX] (hereinafter referred to as "the Seller")
AND
BUYER: [Full Name], Age: [XX] years, Son/Daughter of [Father's Name], residing at [Complete Address], Aadhaar No: [Aadhaar Redacted/Placeholder], PAN No: [XXXXX] (hereinafter referred to as "the Buyer")
1. PROPERTY DESCRIPTION
The Seller agrees to sell the following land plot:
Property Type: Plot / Non-Agricultural Land / Converted Land
Survey Number: [___] | Hissa No.: [___] | Khata/Katha No.: [___]
Village/Locality: [___] | Taluk: [___] | District: [___]
Total Area: [___] sq. ft. / Guntas
Layout Authority Name: [___ e.g., BDA / BMRDA / Local Planning Authority]
Plot No.: [___]
Boundaries: North: [___], South: [___], East: [___], West: [___]
DC Conversion Status: Converted via Official Order No: [___] Dated: [___]
2. SALE CONSIDERATION & TDS
Total Agreed Sale Price: Rs. [Amount in figures] (Rupees [Amount in words] only).
Rate per Square Foot/Gunta: Rs. [___].
Advance Paid (Earnest Money): Rs. [Amount] paid on [Date] via [Mode].
Balance Amount: Rs. [Amount], payable by [Date].
Statutory TDS Deduction: If the total sale price exceeds ₹50 Lakhs, the Buyer shall deduct and deposit 1% TDS under Section 194-IA of the Income Tax Act.
3. POSSESSION & DOCUMENTS
Vacant physical possession of the land plot shall be handed over completely on or before [Date].
The Seller shall deliver all original title deeds, layout approvals, updated RTC records, and structural mutation tracking files upon possession.
4. TITLE AND LITIGATION WARRANTY
The Seller warrants that:
The plot has an absolute clear title with zero pending boundary disputes, local body encroachments, or government acquisition notices.
The plot does not sit on restricted forest land, lakebed zones, or buffers.
5. DEFAULT CLAUSE
Buyer Default: If the Buyer backs out, the Seller may forfeit the earnest money deposit as liquidated damages.
Seller Default: If the Seller backs out or fails to prove a clear title before the registration date, they must return the advance in full along with an additional penalty of Rs. [Amount].
6. REGISTRATION
Both parties agree to execute and register the final Sale Deed on or before [Date] at the Sub-Registrar's Office, [Location].
SIGNATURES
Seller Signature: _______________ Date: ___________
Buyer Signature: _______________ Date: ___________
Witness 1: Name: _______________ Address: _______________ Sign: ___
Witness 2: Name: _______________ Address: _______________ Sign: ___
Template 3: Sales Contract for Commercial Property
Use this format when buying or selling a shop, commercial office space, showroom, warehouse, or industrial facility.
Key additions for commercial properties: Existing lease disclosures, tenant estoppel certificates, Common Area Maintenance (CAM) liabilities, GST processing addresses, fit-out inventory, and "as-is-where-is" structural parameters.
RERA Note: RERA provisions apply strictly to commercial units in commercial or mixed-use developments. Ensure you verify the active registration status on the K-RERA portal (rera.karnataka.gov.in).
Visual Asset Note: Insert a screenshot of the K-RERA project portal search screen displaying an approved commercial development.
TEMPLATE: AGREEMENT TO SELL – COMMERCIAL PROPERTY
AGREEMENT TO SELL
This Agreement to Sell is made and executed at [City], on this [DD] day of [Month], [Year]
BETWEEN:
SELLER: [Full Name / Corporate Entity Name], represented by its Authorized Signatory [Name, Designation], [Complete Address], Corporate CIN: [XXXX], PAN No: [XXXXX] (hereinafter referred to as "the Seller")
AND
BUYER: [Full Name / Corporate Entity Name], represented by its Authorized Signatory [Name, Designation], [Complete Address], Corporate CIN: [XXXX], PAN No: [XXXXX] (hereinafter referred to as "the Buyer")
1. PROPERTY DESCRIPTION
The Seller agrees to sell the following commercial real estate asset:
Property Type: Commercial Office / Retail Shop / Showroom / Warehouse
Unit No.: [___] | Floor: [___] | Building Name: [___]
Address: [Full postal/business address]
Total Built-up Area: [___] sq. ft. | Carpet / Chargeable Area: [___] sq. ft.
Khata / Survey No.: [___] | K-RERA Registration No.: [___ if applicable]
Existing Tenancy: [Yes/No – If yes, detailed lease execution dates and monthly rents must be attached as Schedule B]
Fit-Out Condition: [Bare Shell / Warm Shell / Fully Fitted out]
2. SALE CONSIDERATION & TDS
Total Agreed Sale Price: Rs. [Amount in figures] (Rupees [Amount in words] only).
Advance Paid (Earnest Money): Rs. [Amount] paid on [Date] via [RTGS/NEFT details].
Balance Amount: Rs. [Amount], payable by [Date].
Mandatory Statutory TDS: The Buyer shall explicitly deduct 1% TDS from each payment milestone under Section 194-IA of the Income Tax Act since the transaction value exceeds ₹50 Lakhs.
3. POSSESSION & LEASE TRANSFER
Physical or symbolic (tenanted) possession to be handed over on or before [Date].
All outstanding CAM (Common Area Maintenance) dues, commercial property tax surcharges, and industrial utility bills must be cleared completely by the Seller prior to possession.
4. TITLE AND INDEMNIFICATION WARRANTY
The Seller warrants a marketable title free from any commercial banking hypothecations or line-of-credit liens.
The Seller explicitly agrees to indemnify and hold the Buyer harmless against any municipal corporate claims or tax actions rooted in timelines preceding this agreement.
5. DEFAULT CLAUSE
Buyer Default: If the balance is missed by [Date], the Seller may forfeit the earnest money deposit and terminate the transaction.
Seller Default: If the Seller delays registration, they shall refund double the advance amount received as liquidated damages within 15 days of breach notice.
6. REGISTRATION
Both parties agree to register the final Sale Deed on or before [Date] at the Sub-Registrar's Office, [Location].
SIGNATURES
Seller Signature: _______________ Date: ___________
Buyer Signature: _______________ Date: ___________
Witness 1: Name: _______________ Address: _______________ Sign: ___
Witness 2: Name: _______________ Address: _______________ Sign: ___
Which Template Should You Use?
Property Type | Template to Use | Key Extra Clauses | Watch Out For |
Flat / Apartment / House | Residential Template | OC/CC, parking, society NOC | Maintenance dues, existing loan NOC |
Plot / Site / Land | Land/Plot Template | Survey no., DC Conversion, layout approval | Agricultural land buyer eligibility |
Shop / Office / Warehouse | Commercial Template | Tenancy disclosure, RERA no., TDS clause | CAM dues, fit-out condition |
What are the Common Mistakes When Using a Sales Contract Template
Mistake 1: Using a Generic Template Without Customising
Templates are a starting point, not a final document. Every property deal has unique terms possession dates, penalty amounts, specific clauses. A template that is not customised to your actual deal is as risky as having no contract at all.
Mistake 2: Not Checking All Owners Have Signed
If a property is jointly owned - husband and wife, siblings, inherited property - every owner must sign the agreement. One missing signature makes the contract legally challengeable. This is one of the most common reasons property deals collapse after the agreement is signed.
Mistake 3: Skipping the Stamp Duty
An unstamped or under-stamped agreement is not void but it is inadmissible as evidence in court unless the deficit stamp duty is paid along with a penalty of up to 10 times the shortfall. Always pay the correct stamp duty before signing.
Mistake 4: Leaving Penalty Amounts Blank
Writing "penalty as per law" without specifying an amount leaves nothing enforceable. State a specific rupee figure for the penalty. Courts interpret vague clauses against the party that drafted them.
Mistake 5: Not Verifying the Encumbrance Certificate
Signing an agreement without checking the Encumbrance Certificate (EC) means you could be buying a property with an undisclosed mortgage. Get the EC from the Kaveri Online Services portal before signing anything.
NRI Guidance: Sales Contracts for Indian Property
NRIs buying or selling property in Karnataka should follow these steps before signing any sales contract:
Appoint a registered Power of Attorney (PoA) holder - get it notarised abroad and apostilled, then registered in India
Never pay advance in cash - all payments must be through NEFT, RTGS or FIRC from your NRO or NRE account
Ask your PoA holder or Vault Proptech to verify the EC and title before signing
For land transactions, check agricultural land eligibility rules - NRIs are treated as non-agriculturists in most Indian states
Get the sale agreement registered - a notarised but unregistered agreement is weak protection when you are abroad
Keep scanned copies of the signed agreement - disputes sometimes arise while NRIs are away
How Vault Proptech Helps With Property Sales Contracts?
A template gets you started. Vault Proptech makes sure the final contract actually protects you.
Full title and EC verification before you sign
Clause review to catch missing or dangerous terms in any seller-provided draft
Correct stamp duty calculation and payment on Kaveri portal under Article 5(e)
NRI document support - PoA registration, FIRC payment guidance, remote transaction handling
Khata, RERA and approved plan checks for residential and commercial properties
