What to watch for when buying a flat from a developer in Poland – 15 pitfalls in the agreement (2026)
Author: Tacjana MasiukiewiczBuying~15 min read
When you buy a flat from a developer, pay attention above all to the developer agreement (umowa deweloperska) and the information prospectus: how the price and floor area are calculated, indexation, deadlines and penalties, the type of escrow account, the developer bank's mortgage and the powers of attorney you sign along the way. Below are 15 pitfalls: what they are, how to recognise them, what to do and which provision protects you.
Key facts
- Provisions of the agreement less favourable than the Developer Act are void by law – the provisions of the Act apply in their place (Art. 42).
- In agreements concluded from 13 February 2026 the price must be the product of the floor area and the price per 1 m² (Art. 5a) – a lump sum for the flat is no longer allowed.
- You split the notary and court costs for the developer agreement with the developer in half (Art. 40(2)).
- The developer has 14 days to reply to the defects in the handover report and 30 days to remove accepted defects (Art. 41).
- If ownership is transferred late, you set the developer a 120-day period, and then can withdraw from the agreement while keeping the contractual penalty (Art. 43(3)).
Rule no. 1: a clause worse than the Act is not binding
The Developer Act (consolidated text Dz.U. 2026 item 880) is a minimum standard: a clause that gives you less, for example a longer period for removing defects, is void. In addition, a provision not individually negotiated that grossly violates your interests does not bind a consumer (Art. 385¹ of the Civil Code). That, however, is protection "after the fact" – it is cheaper to catch the problem before the deed. We discuss the mandatory elements of the agreement in the article Polish developer agreement (umowa deweloperska).
Pitfalls in the price and floor area (1–3)
1. An agreement inconsistent with the information prospectus
What it is: the agreement has a different deadline, standard or price than the prospectus. How to recognise it: compare the two documents field by field; changes made after the prospectus was delivered must be clearly highlighted in the agreement. What to do: do not accept changes you do not understand – they bind you only with your consent. Basis: Art. 35(2)–(3) and Art. 43(1)(2) (30 days to withdraw). More: the developer's information prospectus.
2. Floor area "to be settled" with no rules
What it is: the area after the as-built measurement almost always differs from the design area. How to recognise it: no measurement standard, or a clause that differences of up to a few percent "are not settled". What to do: demand that every difference be settled at the price per m² – in both directions – and a right of withdrawal for a large discrepancy. Basis: the method of measurement is a mandatory element of the agreement (Art. 35(1)(15)), and the price is the area times the price per 1 m², with the area calculated under the Polish Standard as of the date of the application for the building permit (Art. 5a).
3. Price indexation
What it is: a clause allowing the price to be raised after the agreement is signed, for example because material costs rise. How to recognise it: the prospectus has a field "Permissibility of price indexation and the rules of indexation" – check what is entered in it. What to do: negotiate a fixed price, and if indexation stays – a specific index, a cap and a right of withdrawal without costs. Basis: in case of doubt, raising the price after the agreement is concluded without the consumer's right to withdraw is prohibited (Art. 385³(20) of the Civil Code).
Example: what a floor area difference and indexation cost
An example from our catalogue: a 2-room flat of 42,49 m² for 662 807 zł (about 15 599 zł/m²) in the development Atrium – Nowy Szczepin in the Old Town of Wrocław, completion in Q4 2027. That is almost the median for 2 rooms in Wrocław: 662 405 zł according to TM Invest offer data, as of 27.09.2026.
| Scenario | Calculation | Effect on you |
|---|---|---|
| Measurement: 41,80 m² (−0,69 m², −1,6%), the agreement settles every difference | 0,69 m² × 15 599 zł | a refund of about 10 763 zł |
| The same measurement, the agreement says: "differences of up to 2% are not settled" | 1,6% falls within the tolerance | you pay for 0,69 m² that do not exist: 10 763 zł |
| Measurement: 43,18 m² (+0,69 m²), settlement in both directions | 0,69 m² × 15 599 zł | an extra payment of about 10 763 zł |
| Indexation by 5% (for example a construction cost index) | 662 807 zł × 5% | an extra payment of 33 140 zł |
Pitfalls in deadlines, penalties and handover (4–6)
4. A flexible completion and transfer date
What it is: a deadline the developer may move because of "independent causes" or broadly described force majeure. How to recognise it: a list of circumstances that automatically extend the deadlines. What to do: demand specific dates for completion of the works, handover and the deed, and narrow the reasons for a postponement to genuinely independent events. Basis: Art. 35(1)(7), (12) and (17); after the 120-day additional period you can withdraw (Art. 43(3)). When the deadline has already passed: developer delay (in Polish).
5. Contractual penalties only for the buyer
What it is: high interest for your delay and a token penalty for the developer. How to recognise it: interest calculated daily on the whole arrears, and a penalty for you on the amount paid and with a low cap. What to do: negotiate a daily penalty for delay of the handover and the deed. Basis: the developer's interest cannot exceed the penalties for the buyer; without penalties and interest in the agreement, the developer pays compensation at the level of statutory interest for delay (Art. 39).
6. A handover on the developer's terms
What it is: clauses such as "signing the report means there are no defects", a paid second handover, longer repair deadlines. How to recognise it: the chapter on handover and the handover rules in the annexes. What to do: enter all defects in the report; for a material defect you can refuse the handover. Basis: Art. 41 – 14 days to reply (no reply = the defects are accepted), 30 days to remove; defects found before the deed can also be reported (para. 19). Checklist: handover of a flat from a developer.
Do not want to compare the prospectus with the agreement yourself and catch such clauses? Send us the draft developer or reservation agreement – we will check the price and floor area, the schedule, the escrow account, deadlines, penalties and conditions of withdrawal, and suggest what to ask the developer about.
Pitfalls in finances: the account, the mortgage, the schedule (7–9)
7. The escrow account – open or closed
What it is: from a closed account the developer receives the money after ownership is transferred, from an open one – in stages as the construction progresses. How to recognise it: the type of account and the bank are in the prospectus and the agreement; a request to pay outside it is a red flag. What to do: pay only into the escrow account named in the agreement. Basis: Art. 5(9)–(10), Art. 8 and 48 – the DFG refunds payments into an open account, among other cases, when the developer goes bankrupt. Details: escrow account and DFG.
8. The mortgage of the bank that finances the developer
What it is: the land is usually encumbered with a mortgage of the bank financing the construction. How to recognise it: section IV of the land and mortgage register and the field on encumbrances in the prospectus. What to do: check whether the bank's consent to separate the unit free of encumbrances and transfer it after the full price is paid (or a commitment to give it) is attached to the agreement. Basis: Art. 25(1); without consent you can withdraw from the agreement (Art. 43(1)(8)).
9. A payment schedule not aligned with the mortgage
What it is: the developer calls for a payment and the bank has not yet released the tranche – or the agreement is silent on a missing mortgage. How to recognise it: compare the payment dates with the schedule and the bank's procedure (inspection, documents). What to do: pay after the stage is completed and you have been notified of it; with a mortgage, negotiate a mortgage clause. Basis: at least 4 stages of 10–25% of the costs each (Art. 24(2)), payment after the stage is completed (Art. 8(3)). A missing mortgage is not a statutory ground for withdrawing from the agreement. The 10/90 variant: payment schedules.
Pitfalls in the design, extras and surroundings (10–13)
10. The developer's right to change the design
What it is: a clause that the developer may change the layout, façade, common areas or standard. How to recognise it: "in particular", "at the developer's discretion", no closed list of changes. What to do: limit consent to non-material changes, with a duty to notify. Basis: Art. 35(1)(6) (layout and standard) and Art. 385³(10) and (19) of the Civil Code – unilateral change of the agreement or of essential features of the performance without a valid reason. Your own changes are tenant changes (zmiany lokatorskie) (in Polish).
11. A parking space and storage room at a separate price
What it is: an attractive price for the flat, to which a mandatory garage space is added. How to recognise it: the developer's price list must state the prices of ancillary rooms and rights if they are not included in the price of the unit (Art. 19a(1)). What to do: count the budget in total and ask about the legal form of the space – VAT and separate sale depend on it. Basis: where there is a discrepancy with the published price, you have the right to the more favourable price (Art. 19a(6)). More: parking space and storage room (in Polish).
12. Notary costs shifted onto you
What it is: the agreement makes you cover the whole notary fee for the developer agreement or "administrative fees". How to recognise it: the paragraph on costs and charges outside the price. What to do: ask the notary to itemise the costs before the deed. Basis: the notary fee and court costs for the developer agreement – split equally (Art. 40(2)); the costs of the agreement transferring ownership are usually borne by the buyer, but that is a matter for the agreement. Calculations: costs of buying an apartment in Poland.
13. Surroundings you cannot see from the visualisation
What it is: a planned road, an office building or the next stage of the estate. How to recognise it: the prospectus gives the provisions of the local plan, nuisances in the neighbourhood and developments planned within 1 km. What to do: read those fields, and check the resolutions in the municipality's BIP (public information bulletin). Basis: the prospectus template in the annex to the Act; data inconsistent with the facts give 30 days to withdraw (Art. 43(1)(4), (2)).
Pitfalls in formalities: powers of attorney and prohibited clauses (14–15)
14. Powers of attorney for the developer hidden in the deed
What it is: in the deed you grant the developer a power of attorney, for example to divide the plot, establish easements or change the development – often irrevocable and with the right to act "with oneself". How to recognise it: "irrevocable", "also after ownership is transferred", "the attorney may be the other party to the transaction". What to do: narrow the scope and the time, exclude transactions that change your unit or your share in the common areas. Basis: Art. 101 § 1 of the Civil Code (waiving the right to revoke only for reasons justified by the legal relationship) and Art. 108 of the Civil Code (a transaction "with oneself" only where the power of attorney so provides).
15. Prohibited clauses in a standard contract
What it is: provisions of a standard form, for example an exclusion of the developer's liability, its binding interpretation of the agreement or a high withdrawal fee for you only. How to recognise it: compare the clauses with the list in Art. 385³ of the Civil Code. The register of prohibited clauses kept by UOKiK (rejestr.uokik.gov.pl) with clauses declared by SOKiK judgments before 17 April 2016 is helpful. Since that date the President of UOKiK rules on clauses in decisions, and the former effects of register entries applied for 10 years at most – today the register is mainly a cheat sheet. What to do: ask for the clause to be removed before signing; after the fact rely on Art. 385¹ of the Civil Code or notify UOKiK. Basis: Art. 385¹–385³ of the Civil Code, Art. 23a–23d of the Competition and Consumer Protection Act, Art. 42 of the Developer Act.
The 15 pitfalls at a glance – a table
| Pitfall | Warning sign | What to do |
|---|---|---|
| 1. Agreement ≠ prospectus | data different from the prospectus | compare; 30 days to withdraw |
| 2. Floor area | a "no settlement" tolerance | settle every difference in both directions |
| 3. Indexation | no cap and no right of withdrawal | a fixed price, or a cap + withdrawal |
| 4. Deadline | broad "force majeure", no dates | specific dates, a closed list of postponements |
| 5. Penalties | interest higher than the penalties for you | a daily penalty for the developer's delay |
| 6. Handover | "report = no defects" | enter defects; the Act's 14/30 days |
| 7. Account | payments outside the escrow account | pay only into the account in the agreement |
| 8. The bank's mortgage | no bank consent in the annexes | demand the consent; withdraw without it |
| 9. Schedule | payment dates independent of the stages | pay after the stage, a mortgage clause |
| 10. Design changes | "at the developer's discretion" | only non-material changes, with notice |
| 11. Parking space | mandatory purchase of a garage space | count in total, check the legal form |
| 12. Notary costs | the whole fee on your side | a split in half under the Act |
| 13. Surroundings | empty fields on the plan and the 1 km | check the prospectus and the municipality's BIP |
| 14. Powers of attorney | "irrevocable", "with oneself" | narrow the scope and time |
| 15. Prohibited clauses | exclusion of liability | remove before signing; Art. 385¹ of the Civil Code |
In our offer: completed or under construction?
Most of the pitfalls concern flats under construction. According to TM Invest offer data, as of 27.09.2026, in Warsaw 36 of 73 developments are under construction, and in Wrocław 21 of 45. With a completed flat the risks of deadline, indexation and schedule fall away, but you check the floor area, handover and costs in the same way. You will find a list of questions for the sales office in the article What to ask a developer.
Frequently asked questions
Can the provisions of a developer agreement be negotiated?
Yes. Developers work from templates, but they often agree to changes in penalties, deadlines, the settlement of floor area or powers of attorney. Changes are made in the draft deed before the visit to the notary.
What if I have already signed an unfavourable developer agreement?
A clause worse than the Act is void by law (Art. 42) and is replaced by the Act's provision. A prohibited clause, in turn, does not bind a consumer (Art. 385¹ of the Civil Code). If the agreement does not match the prospectus, you have 30 days from concluding it to withdraw. In a dispute it is worth using the help of a lawyer or a consumer ombudsman (rzecznik konsumentów).
Where can I check for prohibited clauses in a developer agreement?
The starting point is the list in Art. 385³ of the Civil Code. It is also worth looking at the register of prohibited clauses kept by UOKiK (SOKiK judgments before 17 April 2016) and the database of decisions of the President of UOKiK, who has since that date declared provisions of standard forms prohibited.
Can a developer raise the price of a flat after the agreement is signed?
Only if the agreement provides for indexation – it must follow from the prospectus and the agreement. A clause allowing the price to be raised without a right of withdrawal is, in case of doubt, regarded as prohibited. The price must also follow from the product of the floor area and the price per m², so a change in area after the measurement also changes the amount.
Summary
The most expensive pitfalls lie in the price and floor area, indexation, deadlines and penalties, and in powers of attorney added to the deed. The Act gives you a strong minimum, but problems are best caught before signing – then negotiation is enough, not a dispute. We describe the whole process in the guide on how to buy a flat from a developer.
Looking for a flat and want to go through the purchase without surprises? Use our help in buying a flat from a developer – usually with no commission for the buyer, as the fee is typically paid by the developer. We will select offers from the current catalogue and guide you through the process up to the notarial deed. Already have a draft agreement? Ask us to check the developer agreement.
Legal status as of September 2026. The article is for information only and does not constitute legal advice. The calculations are indicative. The assessment of a specific agreement depends on its full content and the circumstances in which it was concluded.
Sources
- Act of 20 May 2021 on the protection of the rights of a purchaser of a residential unit or a single-family house and on the Developer Guarantee Fund, consolidated text Dz.U. 2026 item 880 – Art. 5(9)–(10), 5a, 8, 19a, 21, 24, 25, 35, 39, 40, 41, 42, 43, 48 and the annex (the prospectus template): isap.sejm.gov.pl (in Polish)
- Act of 4 December 2025 amending the Act on the protection of the rights of a purchaser (Dz.U. 2026 item 27) – Art. 5a from 13 February 2026: isap.sejm.gov.pl (in Polish)
- Civil Code, consolidated text Dz.U. 2026 item 795 – Art. 101, 108, 385¹–385³: isap.sejm.gov.pl (in Polish)
- Act on Competition and Consumer Protection, consolidated text Dz.U. 2025 item 1714 – Art. 23a–23d: isap.sejm.gov.pl (in Polish)
- Act of 5 August 2015 amending the Act on Competition and Consumer Protection (Dz.U. 2015 item 1634) – Art. 9, the transitional provision for the register: isap.sejm.gov.pl (in Polish)
- UOKiK – Prohibited clauses: uokik.gov.pl; the register of prohibited clauses: rejestr.uokik.gov.pl (in Polish)
- Flat prices: TM Invest developments catalogue, as of 27.09.2026
