Contrato de Arras Deposit Spain — What It Commits You To
The contrato de arras is Spain's reservation and preliminary contract — it typically involves a deposit that is usually forfeited if the buyer withdraws, and often has to be repaid double if the seller withdraws. Without a financing clause, the buyer bears the full risk of a failed financing alone.
What happens to the deposit if you withdraw from a contrato de arras in Spain?
If the buyer withdraws after signing without a reason recognised in the contract, the deposit (arras) is generally forfeited in full to the seller as compensation. If the seller withdraws, they typically have to repay double the deposit received. A financing clause can tie the payout to a successful financing approval; without it, the buyer bears the full financing risk.
Deposit and financing clause: what matters in practice
The answer box above states the case. The two points it is built from carry their own heading here — together with what each of them means in practice.
How the deposit rule usually plays out: Before a deposit is paid, establish which form of arras the contract means — Spanish practice knows several, and they differ in exactly this legal consequence. The amount is negotiable; the legal consequence is not.
Why carefully drafted wording protects the deposit: The financing clause is the cheapest insurance in the whole purchase. It costs nothing but negotiation — and it only works if it names the deadline, the lender and the evidence of genuine effort, rather than referring to financing in general terms.
How the arras contract relates to the Escritura
The contrato de arras is legally binding but doesn't yet transfer ownership — that happens only with the notarial Escritura (see Escritura).
Between the arras contract and the Escritura there's usually a window in which financing, the tasación and the bank's review need to be completed before the actual transfer of ownership takes place.
Three kinds of arras — and they don't work the same way
"Contrato de arras" is an umbrella term.
Spanish law recognises three variants, and which one was agreed decides what happens if someone pulls out. Arras penitenciales are what most people have in mind: either side may walk away, the buyer forfeiting the deposit, the seller repaying double.
Arras confirmatorias, by contrast, merely confirm the sale and grant no right of withdrawal at all — a buyer who pulls out can be sued for performance or damages, so the exposure is not capped at the deposit. Arras penales operate as a contractual penalty.
Where the contract says nothing explicit, the classification is left to interpretation, which is exactly the situation to avoid. Naming the type of arras in the text itself is a one-line matter that decides how much a withdrawal can cost.
Why the label on the contract is not enough
Arras penales fix a penalty while leaving the right to demand performance intact.
What decides is not the title of the document but the wording in it — and where the wording is ambiguous, courts tend to assume confirmatorias, the most expensive version for whoever wants out.
Guide to navigating the 'contrato de arras' in a Spanish property deal
Check three things before you pay a deposit: which type of arras the contract means, whether it contains a financing clause, and when ownership passes.
Penitenciales let either side withdraw, with forfeit or double repayment of the deposit, while confirmatorias grant no right of withdrawal at all. A financing clause only works if it names the deadline, the lender and the evidence of effort, and ownership transfers only with the Escritura.
Escritura →
The Escritura pública de compraventa is the notarial deed of sale in Spain. The notary reads out the key terms, verifies both parties' identity and confirms the agreed conditions.
Clarity about the escritura removes the worry of having to travel in person to the notary, since a representative can sign with a notarised power of attorney.
Nota Simple →
The Nota Simple is the official land registry extract from the Registro de la Propiedad, listing the registered owner and existing charges.
Checking the Nota Simple protects against unpleasant surprises such as hidden mortgages, liens or rights of way.
CPCV (Contrato-Promessa de Compra e Venda) →
The CPCV is the binding Portuguese preliminary contract when buying property – signed with a deposit (sinal) and fully binding.
Once you sign the CPCV you are bound — financing should already be in place place before you sign.
Frequently asked questions
What is a contrato de arras?
The contrato de arras is legally binding but doesn't yet transfer ownership — that happens only with the notarial Escritura (see Escritura). Between the arras contract and the Escritura there's usually a window in which financing, the tasación and the bank's review need to be completed before the actual transfer of ownership takes place.
Which variants of arras does Spanish law recognise?
"Contrato de arras" is an umbrella term. Spanish law recognises three variants, and which one was agreed decides what happens if someone pulls out. Arras penitenciales are what most people have in mind: either side may walk away, the buyer forfeiting the deposit, the seller repaying double.
Why is the financing clause important?
The financing clause is the cheapest insurance in the whole purchase. It costs nothing but negotiation — and it only works if it names the deadline, the lender and the evidence of genuine effort, rather than referring to financing in general terms.
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Content by Siegfried Perini — local brand representative since 2019, active in real estate since 1992, entered in the German intermediary register (§ 11a GewO) as a person directly involved in brokerage and advice. Point of contact for German-speaking buyers in Spain and Portugal. Brokerage by Olga Nikushkina, mortgage credit intermediary under § 34i German Trade Regulation (GewO); in Portugal through a locally licensed intermediary.