Contrato de Promesa de Compraventa (Promissory / Pre-Purchase Agreement)cone-TRAH-toe deh proh-MEH-sah deh comb-prah-VEN-tah
A contrato de promesa de compraventa is a binding preliminary agreement under which buyer and seller commit to execute a future sale contract for real property, governed by Federal Civil Code Articles 2243 to 2247. The promise creates an obligation to do—signing the final deed—but does not transfer ownership.
By Daniel Ortega · Last reviewed 9 November 2026
How it works
<p>When a foreign buyer and seller agree on price and terms but cannot close immediately—for example, because the buyer needs time to obtain an SRE permit for a fideicomiso, secure financing, or the seller must clear a lien—they sign a contrato de promesa de compraventa. <cite index="18-4">Article 2246 of the Federal Civil Code requires the promise to be in writing, contain the essential elements of the final contract (property description, price, parties) and be limited to a certain time.</cite> The buyer typically deposits 5 to 30 percent of the purchase price at signing: <cite index="20-8">5 to 10 percent if financing the purchase with a bank loan, and 10 to 30 percent for cash purchases or higher-value properties.</cite> <cite index="18-3">The promise creates only obligations to do—to celebrate the definitive contract as agreed—and does not itself transmit ownership.</cite> <cite index="15-2,15-4">If the promising party refuses to sign the final documents, a judge may sign them in that party's place, unless the property has already been sold to a good-faith third party for value, in which case the promise becomes void and the breaching party owes damages.</cite> The deposit and any penalty for breach are negotiated and written into the contract. Most promissory agreements in Quintana Roo allow 30 to 90 days to complete due diligence, secure permits and close at the notary.</p>