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Preliminary sale agreement template for Croatia

Preliminary sale agreementPredugovor o kupoprodaji nekretnine

A written contract in which seller and buyer agree to sign the sale contract by a set date, on a stated price and terms. The buyer usually pays earnest money (kapara) on signing. A court can order a party who refuses to sign the sale contract to do so.

Use it when the parties agree on the property and the price but cannot sign the sale contract yet, for example while the buyer waits for a loan or the seller clears a mortgage. Skip it if you can sign the sale contract and pay at once. Ask a lawyer to review it before you pay the kapara.

Reviewed October 28, 2026. Not legal advice. Have a notary or lawyer check your case before you sign.

Key facts

Applies to
Whole country
Form
Written, because the form rules of the sale contract also apply to the predugovor (ZOO art. 268(2) and 377).
When it binds
Only if it contains the essential terms of the sale contract: the property and the price (ZOO art. 268(3)).
Refusal to sign the sale contract
The other party can sue. The claim must be filed within 6 months after the agreed signing date (ZOO art. 268(4) and (5)).
Earnest money (kapara)
Usually 10% of the price, according to the gov.hr buying guide. Credited against the price on completion (ZOO art. 303(2)).
Buyer fails to complete
The seller can claim performance or damages, or keep the kapara (ZOO art. 304(1)).
Seller fails to complete
The buyer can claim performance, damages and return of the kapara, or double the kapara (ZOO art. 304(2)).
Right to walk away
Only if agreed. Kapara then works as a withdrawal fee: the payer loses it, the recipient returns double (ZOO art. 307).
Registration consent
Needs the seller's express consent to registration and a notarially certified signature (ZZK art. 57 and 59).
Notice of intended sale
Reserves land register priority for 1 year from entry (ZZK art. 77 and 79).
Transfer tax
3% of the market value, paid by the buyer within 15 days of the tax decision (ZPPN art. 12 and 26).
Foreign buyer consent
The ministry wants the legal basis, such as the sale contract, with the request. So consent is a condition of that contract.

The document

Text shown

You sign the Croatian version. The English version helps you understand it. Your answers fill both.

Preliminary sale agreement

  1. 1.Parties

    1. 1.1

      Seller's full name, OIB Seller's OIB, residing at Seller's address (hereinafter: the seller),

      Name every co-owner shown in the land register. The land register entry needs the OIB of every party and the place and date of signature.

    2. 1.2

      and Buyer's full name, OIB Buyer's OIB, residing at Buyer's address (hereinafter: the buyer),

      A foreign buyer gets an OIB from the Tax Administration.

    3. 1.3

      have concluded at Place of signature, on Date of signature, the following preliminary agreement for the sale of real property.

  2. 2.Property

    1. 2.1

      The seller is registered in the land register of Municipal court with the land register as owner of the property entered in land register folio number Land register folio (z.k. uložak), cadastral municipality Cadastral municipality (k.o.), cadastral parcel number Cadastral parcel number (k.č.), namely: Description of the flat or house, at Street address (hereinafter: the property).

      Copy the description word for word from the land register extract. The registration consent later must match it. For a flat, add the sub-folio.

    2. 2.2

      The parties undertake to conclude a sale contract by which the seller sells and the buyer buys the property, on the terms of this preliminary agreement.

  3. 3.Seller's statements

    1. 3.1

      The seller declares that the seller is the sole owner of the property, that the property bears no charges or third-party rights other than the following: Charges the buyer accepts, and that no dispute concerning the property is pending.

      Copy the charges from sheet C of the land register extract. Compare this clause with sheets B and C.

    2. 3.2

      The seller warrants that the property is not let or occupied by third parties and that, until handover, the seller will not let or encumber the property.

      A buyer takes over an existing lease. A new owner cannot evict a tenant before the lease term ends.

    3. 3.3

      The seller has handed the buyer the energy certificate of the property and proof that the building is lawful, and undertakes to pay, by handover, all reserve fund contributions, utility costs and taxes for the period up to handover.

  4. 4.Price

    1. 4.1

      The purchase price of the property is EUR Price in euros, in figures (in words: Price in words euros).

    2. 4.2

      The buyer will pay the balance of EUR Balance of the price to the seller's account IBAN Seller's IBAN on signing the sale contract, at the same time as the registration consent is handed over.

      If a bank pays part of the price, the bank sets the order of payment and registration. Write the bank's procedure into the sale contract.

  5. 5.Earnest money

    1. 5.1

      On signing this preliminary agreement the buyer has paid the seller earnest money (kapara) of EUR Earnest money (kapara), which the seller confirms by signing. The kapara is credited against the purchase price.

      Pay by bank transfer, not cash, so that the payment can be proved.

    2. 5.2

      Optional

      If the buyer fails to conclude the sale contract for reasons for which the buyer is responsible, the seller may keep the kapara. If the seller fails to conclude the sale contract for reasons for which the seller is responsible, the buyer may claim double the kapara. This does not affect the parties' other rights under article 304 of the Obligations Act.

      Keep either this clause or the next one, not both. This one keeps the contract binding: the innocent party may still demand performance.

    3. 5.3

      Optional

      Each party may withdraw from this preliminary agreement. If the buyer withdraws, the buyer loses the kapara. If the seller withdraws, the seller returns double the kapara.

      Keep either this clause or the previous one. With this one, the kapara becomes a withdrawal fee and either party can walk away by paying it.

  6. 6.Loan condition

    1. 6.1

      Optional

      The buyer intends to pay EUR Loan amount of the price from a housing loan. If the bank does not approve the loan by Bank loan approval deadline, and the buyer proves this with the bank's written decision, either party may terminate this preliminary agreement, and the seller will return the kapara to the buyer within eight days without interest.

      Keep this clause if you need a loan. Without it, a refused loan does not release you, and you can lose the kapara.

  7. 7.Sale contract and registration consent

    1. 7.1

      The parties will conclude the sale contract in writing no later than Latest date to sign the sale contract and will have their signatures certified by the notary Notary for signatures or deposit.

      If the date passes, a party may sue to force signature within 6 months after it.

    2. 7.2

      Immediately after the full purchase price is paid, the seller will hand the buyer a registration consent with a certified signature, by which the seller expressly allows the buyer to be registered as owner of the property without any further question or approval from the seller.

      This is the clausula intabulandi. Without it the land register cannot record the buyer as owner.

    3. 7.3

      Optional

      The parties agree that, on signing the sale contract, the seller will deposit the registration consent with the notary Notary for signatures or deposit, with instructions to release it to the buyer when the seller or the bank confirms that the full price has been paid.

      Keep this clause when payment and signature do not happen at the same moment.

  8. 8.Handover of possession

    1. 8.1

      The seller will hand over possession of the property to the buyer, free of persons and belongings, on Date of handover of possession, but not before the full price is paid. The parties will draw up a handover record with meter readings.

      Risk of accidental loss passes to the buyer on handover.

    2. 8.2

      Optional

      For each day of delay in handing over the property, the seller will pay the buyer a contractual penalty of EUR Daily penalty for late handover.

      A penalty is allowed for the seller's duty to hand over, but not for a money debt such as the price.

  9. 9.Costs and taxes

    1. 9.1

      The buyer bears the real estate transfer tax, the cost of certifying signatures and the cost of land register entry. The seller bears the cost of deleting charges and of obtaining documents about the property.

      If the seller agrees to pay the transfer tax, the seller becomes jointly liable for it with the buyer.

  10. 10.Consent for acquisition

    1. 10.1

      Optional

      If the buyer needs the consent of the minister responsible for justice to acquire ownership, the parties will conclude the sale contract under the condition precedent that consent is granted, and the buyer will apply for consent without delay. If consent is refused, the seller will return the kapara to the buyer within eight days after the decision is served.

      Keep this clause for a buyer who is not a national of an EU member state, Iceland, Liechtenstein, Norway or Switzerland. Without consent the contract is void.

  11. 11.Final provisions

    1. 11.1

      Amendments to this preliminary agreement are valid only in writing. The Obligations Act applies to everything this agreement does not regulate.

    2. 11.2

      Disputes under this preliminary agreement go to the court with subject-matter jurisdiction in Place of the competent court.

    3. 11.3

      This preliminary agreement is made in four identical copies, two for each party.

      If the signatures are certified, the notary keeps a further copy.

  12. 12.Signatures

    1. 12.1

      Seller: Seller's full name, handwritten signature. Buyer: Buyer's full name, handwritten signature.

      Each party reads and initials every page. A party who signs for someone else needs a power of attorney with a certified signature.

Formalities

  1. Both parties sign the predugovor in writing. A notary is not required for validity.
  2. The government guide advises certifying the signatures before a notary. Banks usually ask for that.
  3. A notary can also solemnise the predugovor. It then has the force of a notarial deed.
  4. The predugovor does not transfer ownership. The land register does not record it as a transfer.
  5. To secure priority, the seller can request a land register notice of intended sale. The request needs a certified signature.
  6. Each party keeps an original.
  7. The transfer tax is assessed later, on the sale contract. The notary sends that contract to the Tax Administration.

Common mistakes

  • Paying the kapara without a land register extract printed on the day of signing. A new mortgage, litigation notice or pending application (plomba) can appear.
  • Calling the payment an advance (predujam) when you mean kapara, or the other way round. The two have different effects if the deal fails.
  • Leaving out the date for the sale contract. A claim to force the other party to sign must be filed within 6 months after that date.
  • Handing over the registration consent before full payment, or paying in full without getting it. Use a notary deposit (polog) for the document or the money.
  • Buying from a person who is not the registered owner, or from only some of the registered co-owners.
  • Buying a flat that is not registered as a separate unit. You may then acquire only a co-ownership share of the whole building.
  • Signing as a buyer from outside the EU, the EEA and Switzerland without a consent condition. Without the minister's consent the purchase is void.
  • Writing a penalty for late payment of the price. The law does not allow a contractual penalty for money debts. Default interest applies instead.

Legal basis

Sources

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