Notariusz Warszawa Centrum Pszczółkowska
577 404 520
Notariusz Warszawa Centrum Pszczółkowska

Preliminary Agreement Before a Notary in Warsaw – Step by Step

Are you planning to purchase an apartment, but the finalization of the transaction must be postponed? A preliminary agreement before a notary comes to the rescue. In this article, I explain why an ordinary written form is often insufficient to fully secure your capital. I discuss the significant differences between earnest money (zadatek) and a down payment (zaliczka) and indicate what costs are associated with a visit to my firm. I invite you to read on, which will help you prepare thoroughly for a safe transaction.
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The Preliminary Agreement Before a Notary from an Apartment Purchase Perspective

Purchasing your own home is one of the most important moments in life, involving emotions and the commitment of savings. Due to the transaction value, banking procedures, and formalities, it can rarely be finalized overnight. This process is often spread out over time. In such situations, the mechanism of a preliminary agreement comes to the rescue. As a civil law notary in Śródmieście assisting with this type of property procedure, I would like to introduce this topic to facilitate informed decision-making and ensure legal safety.

The Essence of a Preliminary Agreement Under the Regulations

  • Legal definition – A preliminary agreement is an arrangement in which the parties undertake to conclude a promised (final) agreement in a specified future. In the Warsaw real estate market, it is used when the final apartment sale before a notary must be deferred.
  • Reasons for deferral – These often stem from the buyer’s need to obtain a mortgage. Before releasing funds, banks require proof that the transaction will materialize. Another reason is the time required to gather documentation from offices or to regulate the legal status of the premises.
  • Legal basis – It is based on Article 389 of the Civil Code. This regulation dictates that the document must contain all essential provisions of the promised agreement and specify the date by which the parties are obliged to finalize it.
umowa przedwstępna notariusz warszawa śródmieście

The Form of a Notarial Deed vs. the Rigors of an Ordinary Written Form

  • Ordinary written form – When concluding an agreement in this form, we rely on Article 390 § 1 of the Civil Code. If the obligated party evades concluding the promised agreement, the other party can only demand compensation for the damage suffered because they counted on the transaction being finalized. In practice, if the buyer or seller backs out, we must prove specific financial losses in court. This is often very difficult to demonstrate, which is why this form may prove insufficient.
  • Notarial deed – For individuals concerned about a breach of obligation, the legislator provided a safeguard under Article 390 § 2 of the Civil Code in the form of a notarial deed. Since an agreement transferring real estate ownership requires a notarial form, a preliminary agreement concluded in the same manner entitles both parties to enforce the conclusion of the promised agreement. In case of issues, it is necessary to file a petition with the court, which will issue a ruling replacing the declaration of intent of the other party.
  • Guarantee of security – Legal awareness is growing, which is why a preliminary agreement before a notary is becoming standard practice. The role of notaries is to ensure the security of real estate transactions. The form of a notarial deed realistically guarantees the conclusion of the final agreement to the parties, rather than just difficult-to-enforce compensation.

Essential Elements of a Preliminary Agreement

There is no room for loopholes in a properly structured document. I ensure that all key parameters of the transaction are explicitly recorded in the text.

  • Identification of the parties – It is necessary to accurately describe the natural or legal persons based on valid identity documents.
  • Subject of the transaction – We detail the property being sold. Regardless of whether it involves the sale of a plot of land before a notary or residential premises, the property’s parameters and its land and mortgage register number must be precisely indicated.
  • Declaration of obligation to conclude the promised agreement – An explicit commitment by the parties (or one party, if it is a unilateral agreement) to pay the price and hand over the property within a specified timeframe.
  • Financial aspects – We unequivocally state the price agreed upon by the parties.
  • Final deadline – The date by which the parties undertake to conclude the agreement transferring ownership.

I would like to clearly note that, if necessary, the provisions of a preliminary agreement can include many detailed regulations, such as:

  • The method of securing the promised agreement and the payments made towards it – including deadlines and specifying whether it constitutes earnest money or a down payment.
  • The method of resolving potential disputes.
  • Contractual penalties (if provided for).
  • Terms and methods for terminating the agreement (if the parties allow for such a possibility).

Earnest Money (Zadatek) vs. Down Payment (Zaliczka)

In colloquial speech, these terms are sometimes used interchangeably. Legally, however, the difference between them is fundamental.

  • The rigor of earnest money (zadatek) – This operates under Article 394 of the Civil Code. If the buyer evades finalizing the purchase, the seller may withdraw from the arrangements and retain the earnest money. When the fault lies with the seller, the buyer may demand the return of the earnest money in double the amount. This effectively secures the interests of both parties.
  • The refundable nature of a down payment (zaliczka) – Unlike earnest money, a down payment does not serve a guarantee function. It constitutes only a partial payment. If the purchase process does not materialize, the down payment is refundable and does not constitute compensation for breaching the arrangements.

Entry of the Claim in the Land and Mortgage Register

Choosing a notarial deed enables the entry of the claim for the conclusion of the agreement into the third section of the land and mortgage register. This entry protects the buyer. If the seller attempts to transfer ownership to another person, the claim appearing in the register also operates against the new buyer. This prevents fraud and the multiple sales of the same property.

Withdrawal from Arrangements and Modification of Terms

Any modifications to the agreement require the consent of all parties. To be valid, a change in terms—such as the price or deadline—requires the preservation of the form in which the original document was concluded. Should the parties decide to cancel the agreement, a civil law notary in downtown Warsaw assists in a formal and amicable termination of the arrangements.

Sample Preliminary Apartment Sale Agreement – Downloadable Attachment

Below, I provide a sample preliminary agreement that you can freely download in the universal DOCX format. However, I want to emphasize very clearly that this is solely an exemplary text for illustrative purposes. Every real estate market transaction possesses its own specific nature and individual conditions.

  • Necessary consultation – For this reason, an agreement of this type must always be consulted with a specialized lawyer. As a civil law notary in downtown Warsaw, I am happy to help verify such a document and reliably tailor its provisions to your specific situation. Only this approach guarantees complete legal and financial security.

[Download preliminary agreement template – DOCX file]

Costs of a Preliminary Agreement Before a Notary in 2026

Collaboration requires transparency, which is why I always accurately inform you about the fees resulting from state regulations. The fees for notarial acts performed by notaries are legally established in the Regulation of the Minister of Justice on the maximum rates of the notarial fee. This document outlines the maximum rates of the notarial fee; however, I determine the price of a notarial act individually each time, based on an analysis of the documents of the specific case.

The maximum base rates, which apply to the majority of performed notarial acts, are as follows:

  • PLN 100 for a transaction value up to PLN 3,000,
  • PLN 100 + 3% of the surplus over PLN 3,000 for a transaction value above PLN 3,000 up to PLN 10,000,
  • PLN 310 + 2% of the surplus over PLN 10,000 for a transaction value above PLN 10,000 up to PLN 30,000,
  • PLN 710 + 1% of the surplus over PLN 30,000 for a transaction value above PLN 30,000 up to PLN 60,000,
  • PLN 1,010 + 0.4% of the surplus over PLN 60,000 for a transaction value above PLN 60,000 up to PLN 1,000,000,
  • PLN 4,770 + 0.2% of the surplus over PLN 1,000,000 for a transaction value above PLN 1,000,000 up to PLN 2,000,000,
  • PLN 6,770 + 0.25% of the surplus over PLN 2,000,000, but not more than PLN 10,000 or PLN 7,500 (for the 1st tax group) for a transaction value above PLN 2,000,000.

Cost Components for Preparing a Preliminary Agreement in the Form of a Notarial Deed

The costs of drafting a preliminary agreement as a notarial deed include:

  • Notarial fee – In the case of a preliminary agreement, this is determined individually based on the base rates.
  • Fee for copies of the notarial deed – PLN 6 for each commenced page.
  • Tax on Civil Law Transactions (PCC) – If the agreement includes an earnest money payment, the tax amounts to 0.5% of its value.
  • Court fee – Collected exclusively if a party to the agreement decides to disclose the claim for the conclusion of the promised agreement (final agreement) in the land and mortgage register – PLN 150.