The High Court found that the consideration that transferred the transfer of any part of the land by VicUrban to Lend Lease was the performance by Lend Lease of the various commitments recorded in the DA Sale 2001 (or this agreement amended and supplemented by this agreement) and that VicUrban would thus obtain the sum of the amounts set out in the applicable agreement. It was only in return for the obligation not to repay the « contribution » as a phased payment, but also for the obligation to make all other forms of « contribution » that VicUrban agreed to transfer the land to Lease4. It is customary to manage the risks of quality and error by requiring the developer to procure the contractor, to make a separate warranty statement from the owner with the owner of the land. The owner`s guarantee generally requires the contractor to hand over all the guarantees of the construction contract directly to the owner of the land. This allows the landowner to take direct contractual action against the contractor in the event of defects in the land. In large-scale construction, contractors prefer to be able to sell housing on behalf of the landowner without interference from landowners. It is customary for the parties to negotiate a provision allowing the developer to sell long-standing weapons to third-party buyers at a price not below the price listed. To control the sale process, landowners generally require entry into the sale price and a right to approve or reject any proposed changes to the housing price list. Since a development contract can last from 5 to 10 years, dispute resolution rules must be carefully considered and tailored to the parties. It is also important to ensure that dispute resolution rules cover all disputes under the development agreement.
From a landowner`s point of view, the development contract should be clear: in some states, the obligation to change ownership is mandatory, including the creation of an economic interest in property, or the creation of a trust. It is therefore important to avoid building trust in the country that is the subject of the development agreement. The evaluation and calculation of the development management levy is one of the most important provisions of the DMA. In addition to controlling costs and revenues, it is important that the parties agree on the timing of development and the steps that need to be taken to ensure success of development. Common milestones include: the State Revenue Commissioner has assessed the Duties Act 2000 (Vic) land transfer tax as the sum of the sums paid by Lend Lease VicUrban under the development agreement. Lend Lease objected to the assessment and argued that the consideration for the transfer could only be the amount set in the contract to sell the land. Lend Lease submitted that the amounts that could or would be the subject of a lend Lease contribution to VicUrban`s development costs and the amounts that would be paid as a share of the sums that Lend Lease would make on its sale of the land were not part of the transfer consideration3. It is customary for state landowners to structure development agreements in the same way as the Lend-Leasing development agreement discussed above. The Lend-Lease decision is particularly relevant for developers entering into agreements under which the land purchaser has additional obligations to the seller with respect to infrastructure contributions, the sharing of revenue from the sale of the developed land or similar obligations to the seller.