When can you withdraw from a preliminary agreement?

A preliminary agreement (umowa przedwstępna) is most often concluded between the buyer and the seller of a property. The reasons for concluding it are usually financial, on the buyer's side, when they do not have the full price of the property, or administrative, for example an ongoing procedure for issuing a zoning decision (warunki zabudowy). This agreement guarantees the security of the future transaction, provided it is drawn up correctly. If it is imprecisely worded, however, it can cause considerable problems, the biggest of which is that withdrawing from it becomes more difficult.

What is worth including in a preliminary agreement?

A preliminary agreement should contain as many details as possible. At this stage the most important provisions of the future final agreement should already be specified. It is important to state the total price of the property, any deposits (zadatek) and advance payments (zaliczka), and the date of concluding the final agreement. If we want to protect ourselves from later unpleasantness, it is worth setting out the conditions for withdrawal in it in detail. Otherwise withdrawing may be difficult. A clause on the conditions for withdrawing from the preliminary agreement and its possible consequences allows the document to be terminated without complications.

If, however, these conditions have not been specified, remember that the expiry of the deadline for signing the final agreement does not mean that the preliminary agreement lapses. In such a situation the document can be terminated only by mutual agreement of the parties or in specific circumstances.

What if one of the parties does not agree?

In such a situation terminating the preliminary agreement will be much harder. You have to prove that the party avoiding the conclusion of the final agreement is doing so without grounds. And that party must be at fault for not turning up to sign.

Where a party avoids concluding the final agreement, you can seek compensation for the resulting damage. However, this still does not automatically terminate the agreement.

If the conditions for termination have not been specified in the preliminary agreement, and termination cannot take place by mutual agreement of the parties either, the injured party can withdraw from the agreement under several conditions. This may happen where the party avoiding the agreement fails to appear at successive meetings at the notary's for the purpose of voluntarily terminating the agreement. Specifying a deposit in the preliminary agreement also creates an opportunity to withdraw. The law states that a deposit paid allows one of the parties to withdraw from the agreement. Another situation is where the preliminary agreement has been entered in the land and mortgage register (księga wieczysta) – it will be very difficult to withdraw from such a document.

To sum up, a preliminary agreement is a safeguard for both sides, the seller and the buyer of a flat or house alike. However, it is worth concluding it carefully, as only such an approach will protect us from complications in the future. So let us include the conditions for withdrawing from the agreement in the document, so that in case of problems we can terminate it without conflict. It is also good to use professional help, for example by buying a flat through an experienced estate agency, which will make sure that all the necessary formalities are observed.