Promesse vs Compromis de Vente: French Pre-Sale Contracts

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When you start a property transaction in France, two terms come up regularly, the compromis de vente and the promesse de vente. Do they mean the same thing? What is the legal difference between a promesse de vente and a compromis de vente? Which option is more advantageous for the buyer or the seller? Winter Immobilier answers your questions on the two main French pre-sale contracts.

Compromis de vente and promesse de vente: definition and use

The promesse and the compromis are two types of preliminary contracts (avant-contrats) that precede the signing of the final deed (acte authentique). A promesse de vente differs from a compromis de vente by the unilateral nature of its commitment, since it is the document by which the seller alone commits to reserve the property for a future buyer, for a defined period.

A compromis de vente is a bilateral commitment, that is a synallagmatic contract by which both parties mutually commit to the transaction. Both documents must follow a strict formal structure and must be written and signed. Both must define the contours of the transaction, including the sale price, related fees, suspensive conditions, and the amount of the deposit or reservation indemnity.

Promesse de vente or compromis: which one to choose?

In which cases should you opt for a promesse de vente rather than a compromis? Which contract should be preferred depending on the circumstances?

The compromis de vente, the seller's preferred choice

The compromis is chosen in most cases because it also commits the buyer. Its synallagmatic nature provides a bilateral and fair guarantee. Apart from the non-fulfilment of the suspensive conditions written into the contract, the compromis de vente is legally a sale. That is why sellers generally favour it.

Signing a compromis de vente usually comes with a deposit of 5 to 10 % of the property price. The compromis does not need to be signed at the notary's office. It is generally drafted and circulated to both parties by the estate agency. The compromis de vente, in most cases, is preferred for its simplicity, its symmetry, and the way it secures the transaction.

The promesse de vente, the buyer's preferred choice

A promesse de vente is a unilateral commitment from the seller. As such, it leaves the buyer with an exit option and more flexibility. It usually comes with a reservation indemnity (indemnité d'immobilisation) that compensates the seller if the buyer pulls out at the last minute.

If the transaction does not go through, putting the property back on the market is faster. The promesse de vente must be signed in front of a notary (so there is a notary fee). The promesse is generally preferred to the compromis when the buyer has the upper hand on the seller, depending on the market.

How long do these pre-sale contracts last?

Between two and a half months and four months usually separate the signing of a pre-sale contract from the signing of the final deed at the notary. After the 10-day withdrawal period, the compromis de vente runs for a duration compatible with the financial suspensive clause. The maximum duration of the compromis is typically 3 to 4 months, leaving time for the buyer to obtain the answer from the banks on their mortgage application.

The promesse de vente is the seller's commitment to reserve the property for a defined period negotiated by the buyer. This is generally 2 to 3 months.

What is the withdrawal period?

The withdrawal period is not a decision factor because it is identical for both contracts. From the date of signing, the buyer has 10 days to withdraw without losing the deposit or the reservation indemnity. In both cases, this withdrawal period applies only to the buyer, not to the seller.

What should a pre-sale contract template contain?

Any pre-sale contract, whether it is a unilateral or bilateral commitment, must be formalised and include invariable elements (mandatory information and regulatory clauses). Other clauses can be inserted by mutual agreement between the seller and the buyer. Various annexes must also be attached to each pre-sale contract.

What every pre-sale contract must contain

The mandatory legal mentions in both a promesse and a compromis are:

• The full identities of both parties
• The designation of the property concerned by the transaction
• The description of the property (address, number of rooms, area, outdoor spaces, etc.)
• The sale price and related fees
• The mortgage or rental status of the property
• The presence or absence of easements
• The financing plan
• The financial suspensive clause
• The withdrawal period
• The amount of the reservation indemnity (for the promesse) or the deposit (for the compromis)

Conditions and clauses that can be added

The financial suspensive clause tied to obtaining the mortgage (or the buyer's waiver of it) is mandatory in a compromis de vente. Other suspensive clauses can be added to either type of pre-sale contract:

• Appearance of easements
• Exercise of the right of pre-emption by the municipality
• Sale of the buyer's own property
• Obtaining a bridge loan
• Obtaining administrative authorisations for works or change of use

Annexes to the promesse or the compromis

Both the promesse de vente and the compromis de vente must be accompanied by annexes. Putting together a sale file is therefore a prerequisite to any signing. In both cases, the seller must commission and provide the buyer with the Dossier de Diagnostics Techniques (DDT), which includes:

• The DPE (Diagnostic de Performance Énergétique) under the new 2022 standards
• The diagnosis of electrical and gas installations over 15 years old
• The diagnosis of lead-related risks
• The diagnosis of asbestos-related risks
• The diagnosis of termites and other wood-boring insects
• The statement on technological risks and soil pollution

Furthermore, if the sale concerns a lot in a co-ownership (copropriété), additional documents must be handed to the buyer at the signing of the promesse or the compromis:

• The co-ownership rules and minutes of the latest general meetings
• The co-ownership financial statements
• The building maintenance log and its diagnoses

Without these annexes, the withdrawal period is deferred and starts the day after the documents are transmitted.

Winter Immobilier guides your property project in Nice

Looking for more advice on the Nice property market and how French pre-sale contracts apply to your situation? Get in touch with our estate agency in Nice Gambetta or reach one of our advisors directly by phone.