Property purchase agreement: These clauses matter

Article L-0131 · 20.10.2026 · 7 min read · Joé Christian Ewrard

Why the purchase agreement governs more than the transfer of ownership

A property purchase agreement sets out more than just the purchase price and transfer of ownership. It also determines when the buyer must pay, when the buyer receives the keys, who bears the costs and risks until then, and what happens in the event of defects or delays. These provisions in particular ultimately determine whether the transaction proceeds smoothly.

The notary drafts the agreement to ensure legal certainty and is required to remain neutral. The notary does not represent either the buyer or the seller unilaterally. Questions concerning economic viability, financing or personal risks must therefore be clarified separately. If there are any legal or tax-related concerns, seeking individual advice from a lawyer or tax adviser is advisable.

Property purchase agreements must be notarised. Nevertheless, verbal assurances or agreements made by email should not be treated as incidental. If a fitted kitchen, a right of way, a repair or the clearance of an outbuilding forms part of the agreement, it must be determined whether and how this should be included in the notarised deed.

The crucial question is not only: Is the agreement legally valid? Equally important is: Does it fully and clearly reflect what was actually agreed?

What should be reviewed in the draft agreement before the notary appointment

The draft agreement should clearly state the names, land register details, subject matter of the purchase and purchase price. Particular care is required where several parcels of land, garages, parking spaces, outbuildings or co-ownership shares are involved. Anything that is not clearly included in the subject matter of the purchase may lead to disputes later.

For a consumer contract, the intended wording of the agreement should generally be made available to the consumer two weeks before notarisation. This period is not merely a formality. It is intended to allow time to compile questions, review the financing and discuss unclear wording with the notary's office. The agreement should not be signed while key points remain matters of assumption.

Encumbrances recorded in the land register must also be reviewed. Some rights are to be deleted, while others are assumed by the buyer. A right of way, right of residence, usufruct or easement can significantly affect the use of the property. The agreement should clearly indicate which entries will remain and who is responsible for fulfilling the requirements for their deletion.

Any movable items included in the sale must also be specified. A general phrase such as “inventory is included” leaves it unclear which items are meant and in what condition they will be handed over. This affects not only the practical completion of the transaction but may also have tax implications. An arbitrary allocation of the purchase price should therefore be avoided and, where necessary, agreed with a tax adviser.

When possession, benefits and obligations are transferred

Ownership, possession and the handover of keys are not the same thing. The buyer only becomes the owner once registered in the land register. Actual control of the house usually begins earlier, when the keys are handed over. The agreement must therefore specify precisely when possession, benefits, obligations and risk are transferred.

It is customary for the property to be handed over after the purchase price has been paid in full. From that point on, the buyer generally bears the ongoing costs, the duty to ensure the property is safe, and the risk of accidental deterioration. The buyer may use the property and, in the case of rented properties, is generally entitled to the rental income. However, the precise details are governed by the contract.

An early handover of the keys entails risks. If the buyer has already begun renovations and the transaction subsequently falls through, difficult questions arise: Who pays for the work, who is liable for damage, and how is the property to be returned? Conversely, a delay in vacating the property can place a burden on the buyer if the move, contractors, or termination of the lease on the buyer’s current home have already been arranged.

The handover date should therefore not be described merely by reference to an approximate period. It is advisable to link it clearly to payment and to include provisions requiring the property to be vacated completely. Personal belongings, fuel supplies, waste, building materials, and any inventory left behind should be addressed expressly.

At the handover, it is advisable to prepare a report signed by both parties. This records the keys, meter readings, visible changes, and documents handed over. The report does not replace contractual provisions, but it provides evidence and prevents gaps in recollection.

What the exclusion of liability for defects really means

For existing properties, liability for material defects is often largely excluded in the notarized purchase agreement. Buyers then generally acquire the property in the condition in which they inspected it. This does not mean that every form of wording such as “sold as seen” automatically eliminates all risks.

A seller must not fraudulently conceal material defects known to them. Nor can the seller rely on an exclusion of liability if they have provided a guarantee regarding a particular condition. The distinction between a mere property description, a statement based on the seller’s knowledge, and a binding agreement concerning the property’s condition is legally significant.

In practice, disputes frequently arise over damp, recurring water ingress, pest infestations, unauthorized alterations, or known problems with pipes and heating. Sellers should disclose relevant facts and document the disclosure. Buyers should ask questions if they notice suspicious signs and should not accept answers only verbally.

An estate agent can compile documents, forward questions, and transparently document known information. However, an estate agent is no substitute for either a building surveyor or a legal review. Anyone unable to assess the structural condition with confidence should obtain expert assistance before notarization.

If a defect becomes apparent after the handover, the cost of remedying it is not the only decisive factor. Relevant factors include whether the defect already existed when the contract was concluded, whether the buyer was aware of it, what the seller knew, and what was agreed in the contract. Any legal assessment should be left to a lawyer.

Why withdrawal is not automatically possible

A property purchase agreement does not include a general right to return the property. Following notarization, both parties are generally bound by the agreement. The fact that financing becomes more expensive, personal plans change, or the property subsequently appears less attractive does not normally constitute grounds for withdrawal in itself.

Withdrawal may be possible if the contract expressly provides for it in a particular case or if the statutory requirements are met. In the event of a material breach of obligation, a reasonable period for performance or remedial performance must often be set first. Whether such a period is required and whether the breach is sufficiently serious depend on the individual circumstances.

It is particularly dangerous to assume that financing which has not yet been finally confirmed can easily be resolved later. A financing contingency applies only if it has been validly agreed and incorporated into the notarised deed. Sellers, in turn, need clarity about how long such a condition is to apply and what evidence is required.

The contract should also clearly set out the consequences of late payment or failure to vacate on time. Withdrawal, consequences of default and damages are different remedies. Anyone wishing to invoke them should seek legal advice before taking any step, as an unjustified declaration may create risks of its own.

When the purchase price actually becomes due

The date of notarisation is normally not also the payment date. The buyer should pay the purchase price only once the safeguards stipulated in the contract are in place. This generally includes the registration of a priority notice of conveyance in the buyer’s favour and the availability of the documents required to discharge any encumbrances that are not being assumed.

Further requirements may include any necessary approvals and clarification of a statutory right of first refusal. The notary’s office coordinates the transaction and informs the parties once the agreed requirements have been met. The payment period stipulated in the contract usually begins only after this notice that payment is due.

The buyer should arrange the financing so that the bank can disburse the funds upon receipt of the notice. For this purpose, the creation of the land charge, the buyer’s own funds and the bank’s internal conditions must be clarified in good time. A financing commitment does not automatically mean that the funds are ready for disbursement.

The seller should not hand over the keys and possession solely because the buyer presents proof of a bank transfer. What matters is the actual receipt of payment in full, unless the contract provides otherwise. If the seller’s loans are being repaid, partial amounts may be paid directly to the seller’s bank. The contract and the payment instructions from the notary’s office specify the intended procedure.

Which regional particularities in the Eifel matter

In Eifelkreis Bitburg-Prüm, Trier-Saarburg and Vulkaneifel, older residential properties with outbuildings, long-established property boundaries or privately used access roads are frequently offered for sale. In such cases, attention should not be limited to the residential building. Barns, extensions, wells, drainage systems, heating oil tanks and access rights may also be relevant to the contract.

For rural properties, actual use and legal protection do not always visibly correspond. An access road that has been used for years is not automatically secured as a right in the land register. Likewise, the existence of a structure does not indicate whether all the necessary permits are in place. The land register, building documents and other relevant official registers should therefore be checked as appropriate for the property.

In areas at risk of heavy rainfall or flooding, it is also relevant whether there have been previous instances of damage, insurance claims or known protective measures. Such facts may be material to the purchase decision. They should be discussed openly and, where agreed, documented in the contract or in clearly identified documents.

Close to the Luxembourg border, cross-border financing, foreign income or residence outside Germany may also be involved. The purchase of a German property is not governed solely by the procedures of the foreign bank. Financing, security and tax implications should be coordinated at an early stage with the notary’s office, the financial institution and, if necessary, a tax adviser experienced in cross-border matters.

How buyers and sellers can avoid disputes

The best safeguards begin before the contract is drafted. Buyers and sellers should agree on the subject matter of the purchase, its condition, items included in the sale, vacating the property, the handover date and any known special circumstances. The estate agent can record these points in a structured manner and forward them to the notary’s office.

Statements such as “it should be fine” or “we’ll discuss that at the handover” are warning signs. The more important an issue is to the decision, the more clearly it must be resolved before notarisation. This applies in particular if a buyer has to move in by a certain date or the seller is still looking for another property.

Before the notary appointment, both parties should read the draft in full and compile their questions in writing. Changes should be submitted to the notary’s office in good time so that everyone involved can review the same version. If there are conflicting financial interests or a potential dispute, each party should also consult their own lawyer.

Take the draft contract and highlight four sections: handover, warranty, withdrawal and when payment becomes due. If there is no clear answer regarding vacant possession, known defects, payment requirements or your financing, this issue should be resolved before the notary appointment. PRIOCASA can compile the actual agreements and property documents in a structured manner; advice on specific legal and tax matters is provided by a notary, lawyer or tax adviser.

Frequently Asked Questions

Can I still withdraw from the property purchase after the notary appointment?

Not simply because you change your mind. Withdrawal generally requires a contractual right of withdrawal or fulfilment of the statutory requirements. Have a lawyer review your specific case before making a declaration.

Do I have to pay as soon as the purchase agreement has been signed?

Usually not. The purchase price is generally not paid until the agreed safeguards are in place and the notary’s office has issued the notice that payment is due. The wording of your contract remains decisive.

Can the seller exclude the warranty entirely?

For an existing property, liability for material defects is often largely excluded. However, the exclusion does not protect the seller, particularly if they fraudulently concealed a defect or provided a guarantee regarding the property’s condition. In the event of a dispute, a legal review by a lawyer is required.

When should the keys be handed over?

This is usually linked to full payment of the purchase price. An earlier handover should only take place under a clear notarised arrangement that addresses use, costs, damage and the possibility that the transaction may not be completed.

Is it sufficient to mention known defects in the property brochure?

You should not rely on this. Material information must be disclosed clearly, fully and verifiably; depending on its significance, it should also be addressed in the contract. The notary’s office or a lawyer can assess how the information should be included in a legally sound manner.

Topics: property purchase agreement, property handover, warranty when buying a house, withdrawal from purchase agreement, purchase price due date, notary appointment, estate agent Eifel

Responsible for this article: Joé Christian Ewrard — Owner & Real Estate Agent IHK, PRIOCASA Immobilien & Finanzservice. Last updated: 20.10.2026. The draft was prepared with the support of artificial intelligence and reviewed and approved prior to publication (AI Transparency). This post does not replace legal or tax advice; for individual questions, please contact a notary, lawyer, or tax advisor.

Current Offers

View all offers →

Fits well

View all guides →