TL;DR:

• Contrato de Arras is a deposit agreement that fixes the terms of a future real estate purchase and sale transaction in Spain.
• The most common option is Arras Penitenciales: the buyer loses the deposit upon refusal, and the seller returns it in double amount.
• Usually the deposit is about 10% of the cost of the property, but the law does not establish a mandatory percentage.
• Before signing the contract, it is important to check the property, the seller, the terms, mortgage conditions and the procedure for returning funds.
• Legal support at the Arras stage helps protect the buyer until the notarial transaction.

Deposit agreement for the purchase of real estate in Spain

Buying property in Spain rarely happens in one day. Even if the buyer has already found the apartment of his dreams, agreed on the price and is ready to enter into a deal, several weeks and sometimes months pass before signing a notarized purchase and sale agreement. It is during this period that the interests of both parties are protected by the deposit agreement – ​​Contrato de Arras.

Many foreign buyers perceive it as a mere formality or preliminary agreement. In practice, this document becomes one of the most important stages of the entire transaction. It records the agreements reached, establishes the obligations of the parties, and defines the consequences if someone decides not to buy or sell.

Let us examine in detail what a deposit agreement is in Spain, what types of arras exist, what risks are hidden behind this document and why it is better to entrust its preparation to professionals.

What is Contrato de Arras

Contrato de Arras is a preliminary agreement between the seller and the buyer of real estate, according to which the buyer pays part of the cost of the property as a deposit, and the parties undertake the obligation to conclude the main transaction within a specified period.

After signing the contract, the property is usually removed from sale. The seller is no longer free to look for a new buyer, and the buyer receives guarantees that the property will not be sold to third parties.

It is important to understand one feature of Spanish legislation. Even though the arras agreement is not executed by a notary, it has full legal force and can be the subject of legal proceedings.

That is why it should be taken no less seriously than a future notarial purchase and sale agreement.

Why do you need a deposit agreement?

The Spanish real estate market is quite dynamic. Good properties can find a buyer in just a few days.

After reaching a verbal agreement, both parties need time:

• prepare documents;
• conduct legal due diligence of real estate;
• issue mortgage (if required);
• get a spanish tax number NIE;
• open a bank account;
• Agree on a signing date with a notary.

All these procedures take time, and it is the arras agreement that allows you to calmly go through this stage without fear that the seller will change his mind or increase the price.

What issues are included in the contract?

A well-written Contrato de Arras usually contains much more information than most people expect.

It must indicate:

• full details of the seller and buyer;
• detailed description of the property;
• cadastral number;
• registration data;
• agreed value of the property;
• the amount of the deposit paid;
• deadline for signing the deal;
• procedure for payment of the remaining amount;
• distribution of expenses;
• liability of the parties;
• list of documents that the seller must provide.

If necessary, the agreement may include special conditions: for example, the dependence of the purchase on obtaining a mortgage loan, the sale of other real estate, or the execution of certain documents.

What types of Contrato de Arras are there?

Many foreigners are surprised to learn that in Spain there are several types of deposit agreements.

They are often called the same, although the legal consequences differ very significantly.

1. Arras Penitenciales – the most common option

This option is used in the vast majority of residential real estate transactions. It is regulated by Article 1454 of the Spanish Civil Code and its meaning is quite simple:

If the buyer changes his mind about purchasing the property, he loses the deposit.

If the seller decides to refuse, he is obliged to return the deposit to the buyer in double amount.

That is why such an agreement is considered the most fair: both parties are equally interested in fulfilling their obligations.

For example.

The cost of the apartment is 320,000 euros.

The buyer paid a deposit of 32,000 euros.

If the buyer refuses the transaction without good reason, the seller keeps the 32,000 euros.

If the seller decides to sell the apartment to another buyer, he will have to return 64,000 euros.

2. Arras Confirmatorias

This option is much less common.

Here, the deposited amount is not considered a way to refuse the transaction, but the first part of the payment for the property.

If one of the parties violates the contract, the other has the right to demand fulfillment of obligations through the court or compensation for losses.

That is, it is no longer possible to refuse the deal simply by losing the deposit.

3. Arras Penales

This option combines the features of penalties and obligations to fulfill the contract.

If the conditions are violated, the guilty party pays the prescribed fine, but this does not always relieve him of the obligation to complete the transaction.

Such agreements are usually used much less frequently and require particularly careful legal preparation.

What deposit size is considered normal?

Most often, the deposit amount is about 10% of the value of the property, but Spanish law does not establish a mandatory percentage.

In practice, you can find a variety of options:

• 2–5% if the transaction is completed very quickly;
• 10% is the most common option;
• 15–20% if the parties have agreed on a long period between signing the contract and the notary transaction.

The amount of the deposit is always determined by agreement of the parties.

When is the deposit paid?

Usually the money is transferred simultaneously with the signing of the contract.

The payment method may vary:

• bank transfer;
• bank check;
• real estate agency deposit (if provided for in the contract).

It is very important to keep documents confirming the transfer of funds.

What happens after signing the contract

After signing, preparations for the main transaction begin.

During this time the buyer:

• receives NIE (if it doesn’t exist yet);
• opens a bank account;
• draws up mortgage;
• transfers the necessary funds to Spain.

The seller, in turn:

• collects the necessary documents;
• repays existing utility debts;
• if necessary, removes the mortgage encumbrance;
• prepares documents for the notary.

If the transaction is accompanied by professional lawyers, it is during this period that a full legal audit of the property is carried out.

What documents must be checked?

Some foreigners believe that if an apartment is sold by a large real estate agency, then no additional checks are necessary.

However, in practice, a legal audit is recommended for almost any real estate transaction.

Checked:

• extract from the Property Register;
• presence of arrests;
• mortgage;
• judicial restrictions;
• compliance of cadastral data;
• availability of licenses;
• debts to the HOA;
• IBI tax debts;
• presence of registered owners.

If problems are identified, they must be resolved before signing the notarial agreement.

Useful on the topic: how to check property in Spain before buying.

Is it possible to change the terms of the contract?

Yes.

If both parties agree, an additional agreement can be signed.

Most often changed:

• transaction date;
• payment procedure;
• the amount of the down payment;
• separate technical conditions.

It is advisable to make all changes exclusively in writing.

What happens if the buyer does not have time to obtain a mortgage?

This is one of the most frequently asked questions.

The answer depends solely on the text of the contract itself.

If the contract includes a condition that the purchase is contingent on obtaining a mortgage loan, the buyer can refuse without financial loss (subject to the conditions of such clause).

If there is no such clause, refusal due to non-receipt of the mortgage is usually considered a refusal by the buyer of the transaction, and the deposit may be forfeited.

That is why it is always recommended to discuss such conditions with a lawyer in advance.

Read also: mortgage in Spain: conditions and features of registration.

Is it possible to refuse a deal by agreement of the parties?

Yes.

Spanish law allows the parties to terminate the contract by mutual consent.

In this case, they independently determine:

• will the deposit be returned?
• what amount remains for the seller;
• who will compensate for the expenses incurred?

All agreements are also formalized in writing.

Common mistakes of foreign buyers

The most common mistake is signing a standard contract offered by a real estate agency without independent legal review.

The next mistake is making a large deposit before checking the property.

Also, many buyers do not pay attention to the terms, the procedure for handing over the keys, the distribution of expenses and taxes, or the conditions for obtaining a mortgage loan.

Often problems arise when the buyer transfers money directly to the seller without sufficient documentary evidence of payment.

At first glance, all these nuances seem secondary, but they are the ones that most often become the cause of legal disputes after failed transactions.

Useful material: expenses and taxes when selling real estate in Spain.

Do Contrato de Arras need to be notarized?

No.

Spanish law does not require this.

The agreement comes into force from the moment it is signed by the parties.

However, its legal force remains full.

If one of the parties violates the obligations, the document can be used in court as the main evidence of the agreements reached.

Why legal support is especially important at the Arras stage

Many buyers believe that the help of a lawyer is needed only before a notary transaction. In fact, the main legal risks arise much earlier – precisely at the moment of signing the deposit agreement.

After making an advance, it can be extremely difficult to change the terms of the agreement or refuse the deal without financial consequences. Therefore, it is at the Contrato de Arras stage that it is important to make sure that the object is thoroughly checked, all necessary protective provisions are included in the contract, and the interests of the buyer are reliably protected.

An experienced lawyer not only checks the property and the seller’s documents, but also helps to anticipate possible risks: from problems with the mortgage to hidden encumbrances or delays in the transaction. This allows you to avoid unpleasant surprises and save significant amounts.

Conclusion

Buying real estate in Spain is not only about choosing a beautiful house or apartment, but also about a whole legal procedure, where every document matters. Contrato de Arras is not a simple formality and not a “reservation” of an object, but a full-fledged agreement that establishes the rights and obligations of the parties and determines the consequences of refusing the transaction.

At Alegria, we recommend that you never sign a deposit agreement without first conducting a legal review of the property and the text of the agreement itself. Our specialists accompany clients at all stages of purchasing real estate in Spain: they conduct comprehensive due diligence, agree on the terms of the contract, control payments and represent the interests of the buyer right up to the signing of the notarial deed and registration of property rights.

A properly prepared Contrato de Arras means peace of mind, confidence in the security of the transaction and reliable protection of your investment in sunny Spanish real estate.

The information does not constitute legal or tax advice. This is not a public offer.