Property pre-contracts in Romania: deposit, clauses, refusal to sign and specific performance

This service is for buyers or sellers who are about to sign, or have already signed, a Romanian real estate pre-contract and need to understand exactly what it obliges them to do. We analyse the clauses, the money already paid, the deadlines and the available remedies, then decide whether the right next step is renegotiation, a formal notice, specific performance, termination or a monetary claim.

When you need this

You are about to sign a pre-contract and want to avoid one-sided or vague clauses.
You already paid a deposit and it is unclear when it is refundable, forfeited or doubled.
The other party now refuses to sign the final notarised sale agreement.
Deadlines, conditions precedent or required documents are drafted ambiguously.
You want to know whether specific performance is still realistic in your case.
There is a dispute about penalties, default clauses, extensions or who is at fault.
The pre-contract was drafted by a developer, broker or the other side and you want a real legal review before acting on it.
You need properly structured notices before negotiation or litigation.

What we do in practice

We read the pre-contract and its annexes to map the obligations, deadlines and trigger events.
We clarify the legal nature of the money paid and the effect of clauses on deposit, earnest money, penalties and defaults.
We verify whether the property file and title status actually allow the final contract to be concluded.
We analyse deadlines, conditions precedent, documentary prerequisites and the contractual notice mechanism.
We choose the practical remedy: renegotiation, addendum, notice of default, specific performance, termination or monetary claims.
We draft notices and a legal position that makes the chronology and evidence clear from the start.
We negotiate a controlled exit or prepare the file for court when settlement is not realistic.
We explain the cost profile, evidence risks and next procedural steps in plain terms.

Documents and information useful for the first review

Document	Why it matters	Notes
Pre-contract or draft promise to sell	Shows the obligations, deadlines, conditions and agreed remedies	Annexes, plans and written sales promises also matter
Proof of payments	Fixes what was paid, when and on what contractual basis	Transfers, receipts, payment orders and statements are useful
Land registry excerpt and title deed	Helps verify whether the final sale could actually be completed	Important especially when impossibility is alleged
Correspondence between the parties	May prove refusal, delay, new conditions or fault	E-mails, messaging apps, letters and meeting notes can help
Financing documents	Clarifies whether bank approval or another external condition was part of the deal	Relevant where timing depends on credit approval or valuation
Notices already sent	Shows the current dispute stage and whether prior steps were respected	Both content and proof of service can matter

Risks and common mistakes

Signing a pre-contract that describes the property or the deadline too vaguely.
Paying money without being clear whether it is a simple advance, earnest money or another contractual mechanism.
Ignoring whether the seller can actually deliver title and documents for the final signing.
Letting deadlines pass without notices, evidence preservation or a coherent written position.
Assuming every refusal to sign leads automatically either to refund or to court-ordered completion.
Using emotional correspondence instead of a structured default notice and evidence trail.
Waiting too long to assess whether negotiation, termination or specific performance is the better route.

Frequently asked questions

Is every property pre-contract enforceable in court?

No. Enforceability depends on the exact wording, the identification of the asset, the parties’ obligations, the legal possibility of transfer and the evidence showing who defaulted.

Is a deposit always lost if the buyer does not complete?

Not automatically. The answer depends on the contract wording, the legal nature of the payment, any conditions precedent and the actual reason why completion failed.

Can the seller be forced to sign the final contract?

Sometimes yes, but this requires a close review of the promise, the title file, the maturity of obligations and the available evidence.

What if the notary refused to complete the transaction?

Then the refusal reason matters a great deal. We analyse whether the issue is curable, who had the obligation to cure it and what that means for fault and remedies.

Should I send a notice before going to court?

Very often yes. A properly drafted notice can clarify default, preserve evidence and improve the position for either negotiation or litigation.

Can the dispute be solved without litigation?

Sometimes yes, especially where the real problem is timing, missing documents, financing or an unworkable clause that can be corrected by addendum or settlement.

Contact

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The information is general and does not replace legal advice. Facts, documents and chronology matter.