Preliminary Sales Agreement in Paris: Everything You Need to Know

The preliminary sales agreement (compromis de vente) is the contract that seals the deal between buyer and seller. It sets the price, the conditions, the timeline, and legally commits both parties. In Paris, between the accepted offer and the final signing at the notary, the compromis is the step that transforms a project into a transaction. It is also the step where mistakes are most costly, because after the 10-day cooling-off period, there is no turning back.

After 1,200+ transactions managed in Paris, I can say this: the compromis is the most important document in the entire purchase process. The notarial deed simply restates its terms. So it is at the compromis stage, not after, that every line, every clause, every date must be checked.

Compromis or promesse: which form to choose

Two legal forms exist for sealing a property sale. The choice matters.

The compromis de vente (bilateral promise of sale)

This is the dominant form in Paris, accounting for roughly 80% of transactions. The compromis commits both parties symmetrically: the seller undertakes to sell, the buyer undertakes to buy, at the agreed price and conditions. If either party defaults (outside conditions precedent or the cooling-off period), the other can enforce the sale through the courts, a process known as “forced sale.”

In practice, it never comes to that. But this symmetry creates mutual security: the seller knows the buyer is committed, and the buyer knows the seller cannot sell to someone else during the compromis period.

The promesse unilatérale de vente (unilateral promise of sale)

The promesse only commits the seller. The buyer has a “purchase option” that can be exercised (or not) before a deadline. In exchange for this freedom, the buyer pays a reservation fee, generally 5 to 10% of the price, which is forfeited if the option is not exercised (unless a condition precedent is triggered).

The promesse unilatérale is used in specific cases: the buyer needs extra time to secure financing, there is a chain sale to coordinate, or the transaction involves particular complexity (joint ownership, split ownership). It must be registered with the tax authorities within 10 days of signing, generating additional costs (a fixed fee of 125 euros).

For a standard purchase in Paris, whether a primary residence financed by a standard mortgage, the compromis de vente is the simplest and most protective form.

The deposit: how much and to whom

The deposit (sometimes called “séquestre”) is the sum paid by the buyer at the time of signing the compromis. It is held in an escrow account, either at the notary’s office or with a licensed real estate agency, until the final deed is signed, at which point it is deducted from the sale price.

The amount

Parisian practice sets the deposit between 5 and 10% of the sale price. For a property at 500,000 euros, expect 25,000 to 50,000 euros. The amount is negotiable: some buyers secure a reduced deposit of 5% when their file is strong.

The deposit is not a down payment: it is a guarantee of good faith. It is fully refundable during the 10-day cooling-off period and if a condition precedent is triggered (notably loan refusal). Outside these cases, if the buyer withdraws without legitimate grounds, the deposit is kept by the seller as compensation.

To whom should it be paid

Always to a trusted third party: the notary handling the transaction or the escrow account of a licensed real estate agency. Never directly to the seller: this is an absolute rule. The funds must be deposited in a dedicated escrow account, separate from the professional’s current account.

An important point: the deposit is legally due only after the 10-day cooling-off period expires. If the compromis requires payment on the day of signing, the buyer can legitimately wait until the 11th day to make the transfer. Some notaries accept this naturally, others insist. Knowing the rule gives you leverage.

The cooling-off period: your 10 days of freedom

The cooling-off period is the buyer’s primary protection. For 10 calendar days from receipt of the signed compromis (by registered letter or hand delivery with acknowledgment of receipt), the buyer can withdraw for any reason, or no reason at all. No penalty, no justification, with full refund of the deposit.

How it works

The period starts the day after receipt of the signed compromis with all mandatory annexes (diagnostic reports, general meeting minutes, co-ownership regulations, etc.). If an annex is missing, the period does not start, or it restarts from zero when the annex is provided. This is an important technical point: a compromis signed without complete diagnostic reports does not trigger the cooling-off period.

Withdrawal is done by registered letter with acknowledgment of receipt sent before the period expires (the postmark date serves as proof). No email, no text message, no phone call: the registered letter format is mandatory.

Should you use this period?

The cooling-off period is not a “thinking time” in the casual sense. Use these 10 days to reread the compromis carefully, verify that all annexes match what you saw during viewings, begin your mortgage application if not already done, and ask any remaining questions to the notary.

Withdrawing is a right, not a failure. If during these 10 days you discover something that fundamentally changes your assessment of the property (alarming diagnostic report, information omitted by the seller, general meeting minutes revealing undisclosed works), do not hesitate. Losing 10 days is better than losing 500,000 euros.

Conditions precedent: your safety nets

Conditions precedent are clauses that make the sale contingent on the occurrence of future events. If the event does not occur, the sale is cancelled and the buyer recovers the deposit. They are your safety nets after the cooling-off period expires.

The mortgage condition precedent

This is the most common and most important. It protects the buyer who is financing the purchase with a mortgage. If the loan is refused (all banks approached have said no), the sale is cancelled.

The drafting of this clause deserves surgical attention. Loan amount: it must match the amount you are actually borrowing. Maximum term: generally 20 or 25 years. Maximum rate: set a rate consistent with the current market, with a margin (for example 3.8% if rates are at 3.2%). Approval deadline: 45 to 60 days from signing the compromis. Minimum number of banks to approach: generally 2 or 3.

A classic trap: if the compromis provides for a loan of 400,000 euros and you ultimately apply for 450,000 euros (because you revised your down payment downward), the refusal of this 450,000-euro loan does not trigger the condition precedent, because it is not the loan described in the compromis. Be precise from the drafting stage.

The pre-emption condition precedent

In Paris, the City holds a pre-emption right (droit de préemption urbain) over virtually all property transactions. Specifically, the notary sends a Declaration of Intent to Sell (DIA) to city hall after the compromis is signed. The City has two months to decide whether to purchase the property in your place (at the agreed price) or to waive its right.

In practice, the City of Paris very rarely exercises its pre-emption right, in fewer than 1% of transactions. But the two-month period cannot be shortened and mechanically extends the timeline between compromis and final deed. This is the main reason why Parisian transactions take a minimum of 2 to 3 months.

Other conditions precedent

Depending on the case, the compromis may include additional conditions precedent: absence of undeclared planning easements, obtaining planning permission (rare for apartments, more common for houses), absence of soil contamination, or absence of asbestos in private areas beyond regulatory thresholds.

Each condition precedent is a safety fuse protecting you. Do not hesitate to add more if your situation warrants it, but be careful not to overload the compromis to the point of making the seller nervous. A compromis packed with exotic conditions precedent signals a buyer looking for an exit.

Jean Mascla’s advice: The compromis de vente is negotiable. Not just the price, but the clauses too. The mortgage condition precedent deadline, the deposit amount, the conditions for releasing the property, furniture included or not, the possession date. At Home Select, our property hunters systematically assist their clients during the review of the compromis with the notary. Not because we are lawyers (we are not), but because 1,200+ transactions have taught us which clauses cause problems in practice and which ones truly protect the buyer. It is this field experience that we bring to every client.

Mandatory annexes: the checklist

The compromis is only legally valid when accompanied by all its mandatory annexes. If an annex is missing, the cooling-off period does not run, and the sale can be challenged later. Here is the complete list of what you must receive with the compromis.

Technical diagnostic reports

The technical diagnostic file (DDT) is the seller’s responsibility. It includes the DPE (energy performance certificate), the asbestos report (buildings with planning permission issued before 1 July 1997, which covers virtually the entire Parisian housing stock), the lead report (buildings predating 1949), the electrical and gas installation report (if over 15 years old), the environmental risk statement (ERP), and the termite report (mandatory in certain areas, including Paris).

Each diagnostic has a validity period. A DPE is valid for 10 years. An asbestos report with no asbestos found is valid indefinitely. An electrical or gas report is valid for 3 years. If a diagnostic has expired at the time of the compromis, the seller must renew it, at their own expense.

Read each diagnostic report. The DPE informs you about future energy costs and potential renovation works (see our article on DPE). The lead report may reveal lead paint requiring treatment, a legal obligation before works in older apartments. The asbestos report can affect the cost of certain works (asbestos removal before renovation).

Co-ownership documents

The seller must provide the co-ownership regulations and the descriptive division statement, general meeting minutes from the last three years, the building maintenance log, the co-ownership summary sheet (a summary document prepared by the property manager), and the statement of account (financial status of the unit being sold). These documents alone represent 100 to 150 pages. They deserve careful reading, and we detail the analysis in our co-ownership guide.

Planning documents

The planning certificate is not mandatory for an apartment, but the notary systematically checks for the absence of easements or planning projects affecting the building. The planning information notice (NRU), issued by the City of Paris, provides details on zoning constraints, nearby development projects, and any heritage protections (Architectes des Bâtiments de France, listed monuments).

Carrez measurement

The Carrez surface area of the unit being sold must appear in the compromis. If the actual surface area is more than 5% less than the stated area, the buyer can request a proportional price reduction within one year of signing the final deed. This is a protection rarely invoked but worth knowing about, and worth verifying. A tape measure and five minutes of measuring are enough to detect a glaring discrepancy.

From compromis to final deed: the typical timeline

Once the compromis is signed, a precise timeline begins. Mastering it avoids stress and surprises.

Days 1 to 10: the cooling-off period runs. Reread the compromis, check the annexes, ask your questions to the notary. Start your mortgage application immediately if not already done.

Days 10 to 45: you are in the loan approval phase. The bank analyses your file, may order a property valuation, and issues a loan offer that you must accept after a mandatory 10-day reflection period. In parallel, the notary sends the DIA to the City of Paris and begins preparing the final deed.

Days 45 to 60: the loan offer is accepted, the City of Paris has responded (or the 2-month period has expired with silence equivalent to waiver), the notary finalises the deed. This is the period when the last documents are gathered: insurance certificate, bank fund transfer, updated mortgage register.

Days 60 to 90: signing of the final deed at the notary’s office. Keys are handed over. You are the owner.

This timeline can be compressed to 6-8 weeks for a cash purchase (no mortgage condition precedent) or if the City of Paris quickly waives its pre-emption right. It can be extended to 4 months for complex financing or delays in diagnostic reports.

The most common pitfalls

Signing without reading the annexes is mistake number one. The compromis is 10 pages; the annexes are 200. It is in the annexes that critical information is hidden: the actual DPE (not the one in the listing), the general meeting minutes (with approved works and unpaid charges), the co-ownership regulations (with their restrictions). A compromis signed without reading the annexes is a blind purchase.

Underestimating the mortgage condition precedent deadline is mistake number two. A seller proposing 30 days puts the buyer under pressure. With a pre-approval in hand and a well-prepared file, 30 days are manageable. Without preparation, it is a race against time you risk losing, and losing the condition precedent means losing your deposit.

Neglecting the choice of notary is mistake number three. The buyer has the right to choose their own notary, separate from the seller’s. The two notaries share the fees (no additional cost for the buyer). Having your own notary means having a legal advisor who defends your interests, not the seller’s. In Paris, where transactions are complex and financial stakes are high, this is a protection I systematically recommend.

Jean Mascla’s advice: Our apartment hunters often tell our clients: “The compromis is the real purchase. The notarial deed is the formality.” It is a simplification: legally, it is the final deed that transfers ownership. But in spirit, it is accurate. All structural decisions (price, conditions, timeline, protections) are made at the compromis stage. After that, you execute. If you have a purchase project in Paris, our property hunters will accompany you through this critical stage, and well beyond. Let’s discuss your project