For Developers, Landowners & Investors

Unlock Property Potential, Mitigate All the Risk

A conditional contract is the ultimate tool for ambitious property deals. Our expert solicitors draft and negotiate bespoke agreements for conditional purchases and sales, allowing you to secure opportunities while protecting you from uncertainty.

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Who Uses Conditional Contracts?

These agreements are essential tools for clients who need to secure a property deal while managing significant uncertainty, most commonly related to planning permission.

Property Developers

Secure a prime development site with a contract conditional on you successfully obtaining planning permission. This minimises your upfront risk before committing to the full purchase price.

Discuss Your Development

Landowners

Sell your land for its maximum potential value. A conditional contract allows a developer to fund the expensive planning process, increasing the land's value before the sale is finalised.

Maximise Your Land Value

Businesses & Tenants

Sign an 'Agreement for Lease' conditional on the landlord completing specific fit-out works, ensuring the property is perfect for your needs before the lease legally begins.

Secure Your Premises

Conditional Contracts in Action: Illustrative UK Scenarios

These agreements are powerful tools for unlocking value. Here’s how they are used to create successful outcomes for clients like you.

Scenario: The Developer

The Opportunity

A developer identifies a disused warehouse with potential for a 50-unit residential scheme.

The Challenge

The purchase is only viable if planning permission can be obtained—a costly and uncertain process.

The Legal Strategy

A conditional contract is drafted, legally obligating the developer to purchase the site *only if* satisfactory planning consent is secured by an agreed long-stop date.

The Successful Outcome

Planning is granted. The contract automatically becomes unconditional, allowing the developer to proceed with a profitable project, having mitigated all upfront financial risk.

Scenario: The Landowner

The Opportunity

A family owns a large field on the edge of a town earmarked for future growth, holding significant potential value.

The Challenge

The family lacks the funds and expertise to pursue a planning application themselves to unlock the land's true value.

The Legal Strategy

A conditional contract is negotiated with a housebuilder, obligating them to apply for planning at their cost, with the sale completing only upon success.

The Successful Outcome

Permission for 100 homes is granted. The contract completes, and the family sells the land for its full development value—many times its original worth.

A solicitor providing strategic advice on a conditional contract

Your Strategic Partner in Complex Deals

A conditional contract is a powerful but complex tool. Our partner-led team has the commercial acumen and technical expertise to draft agreements that truly protect your interests and maximise your opportunities.

Bespoke, Ironclad Drafting

We don't use templates. Every condition, obligation, and long-stop date is meticulously drafted to reflect the specific commercial realities of your deal.

Proactive Risk Mitigation

Our primary role is to identify and mitigate your risk. We ensure the conditions are objective, unambiguous, and cannot be exploited by the other party.

Skilled Negotiation

We are tough, commercially-minded negotiators focused on achieving the most favourable terms for you, whether you are the buyer or the seller.

Discuss Your Deal in Confidence

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Your Conditional Contract Questions Answered

The Basics of Conditional Contracts

What is a conditional contract?

It is a legally binding contract to buy or sell a property, but the final sale is conditional upon certain events happening. If the 'condition precedent' is not met by a specific date (the 'long-stop date'), the contract can be terminated.

What is the most common condition?

The most common condition is the grant of a satisfactory planning permission for a property development. Other conditions can include securing financing, obtaining vacant possession, or environmental clearances.

What is an 'Option Agreement' and how is it different?

An Option Agreement gives a buyer the *option* to buy but no obligation. A conditional contract creates a binding obligation to buy *if* the condition is met. The choice depends on the commercial terms of the deal.

What is a 'long-stop date'?

This is the final deadline by which the condition must be satisfied. If the condition is not met by the long-stop date, the contract can usually be terminated by either party, so it's a crucial date to negotiate.

Is a deposit paid on a conditional contract?

Often, a non-refundable deposit is paid by the buyer upon exchange. This provides the seller with security and demonstrates the buyer's commitment to pursuing the condition (e.g., submitting a planning application).

For Landowners & Sellers

How does this benefit me as a seller?

It allows you to sell your property for a much higher price than its current value. You benefit from the potential uplift in value from a successful planning permission without having to fund the expensive and risky application process yourself.

What if the developer doesn't try hard enough to get planning?

A well-drafted contract will place a clear obligation on the developer to use "all reasonable endeavours" or "best endeavours" to obtain planning permission. If they fail to do so, they will be in breach of contract.

How is the purchase price decided?

The price can be a fixed figure or, more commonly, a percentage of the market value of the site once planning permission is granted. We can negotiate these complex valuation mechanisms on your behalf.

What if the developer gets a planning permission I don't like?

The contract should be drafted to specify what constitutes a "satisfactory" planning permission, giving you a degree of control over the density, design, and type of development you are willing to accept.

For Developers & Buyers

How does this benefit me as a buyer?

It allows you to secure a site and lock in a price or pricing formula while you invest time and money into the planning process. It completely removes the risk of buying a piece of land that you cannot develop.

What happens if planning permission is refused?

If planning is refused and any appeal process is unsuccessful, the condition of the contract is not met. In this case, the contract can be terminated, and you are not obliged to purchase the property.

Can I sell the contract on to another developer?

This depends on the terms negotiated. A well-drafted contract can include provisions that allow you to 'assign' the benefit of the contract to another party, which can be a valuable commercial tool.

Unlock Your Property's Potential, Safely

A conditional contract can be the key to a highly successful deal. Let our expert solicitors draft the agreement that protects your interests.

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