In brief
A private buyer who signs a developer's standard-form contract in Romania is protected by Law 193/2000 on unfair terms (clauze abuzive): a clause that was not negotiated and that, contrary to good faith, creates a significant imbalance to the buyer's detriment does not apply to the buyer. Alongside this, the Civil Code requires express written consent to unusual clauses in a standard-form contract. Even so, the aim is to correct a problematic clause before signing, not to win on it in court years later.
Key takeaways
- 1An unfair clause in a consumer contract does not apply to the buyer, and the contract continues without it if it can stand (Law 193/2000, article 6).
- 2The law protects only a consumer, a private individual acting outside his or her profession; a purchase through a company remains subject to the general rules of the Civil Code.
- 3Limitation of liability, unilateral termination, choice of law, court or arbitration in a standard-form contract are valid only with express written consent (article 1203).
- 4For a property under construction, a reservation amount is limited to 5% of the price and the reservation agreement to 60 days, otherwise it is void (Law 169/2026, article 422(9)).
- 5The developer must provide a copy of the standard-form contract on request; ask for it in advance and mark every problematic clause.
When is a clause in a developer contract considered unfair in Romania?
When it was not negotiated directly with the buyer and, contrary to the requirement of good faith, it creates a significant imbalance between the parties' rights and obligations to the buyer's detriment. This is how article 4(1) of Law 193/2000 on unfair terms in contracts between traders and consumers defines it.
The law has an annex listing clauses considered unfair, and some of them describe almost exactly wording that appears in developers' contracts. The consequence of an unfair clause is that it does not apply to the consumer, and the rest of the contract continues without it if it can stand (article 6).
The fact that a clause may be struck down in court is not a reason to leave it in the contract. The aim is to have it deleted or corrected before signing.
The law protects only a consumer, a private individual acting outside his or her profession; a purchase through a company remains subject to the general rules of the Civil Code.
When does the law protect you, and when not?
- You are consumers. A private individual acting outside his or her business or profession (article 2(1)). Anyone buying through a company is not protected by Law 193/2000.
- The clause was not negotiated. A clause in a printed standard-form contract is considered a clause that was not negotiated, and if the developer claims otherwise, it must prove it (articles 4(2) and 4(3)).
- The clause is not the price itself. The law does not examine whether the price is fair or the definition of the subject matter of the sale, as long as they are written in clear language (article 4(6)).
Two rules of the Romanian Civil Code apply to every buyer, consumer or company:
- Article 1203 - unusual clauses in a standard-form contract. A clause that limits the drafter's liability, allows it alone to terminate or suspend, causes you to lose rights, or sets the applicable law, court or arbitration, is valid only if you accepted it expressly and in writing.
- Article 1355(1) - intent and gross negligence. Liability for damage caused intentionally or through gross negligence cannot be excluded or limited.
Ten common clauses: what is void, what to negotiate and what is fine
| # | The clause in the contract | Assessment | Legal basis |
|---|---|---|---|
| 1 | The developer may change materials, finishes or design at its discretion | Void, unless limited | Law 193/2000, annex (1)(e) and (a) |
| 2 | The delivery date is "estimated" and can be moved without limit | Void when open-ended; a defined grace period is negotiable | Annex (1)(e) |
| 3 | A high penalty on the buyer for late payment, and little or nothing on the developer for late delivery | Void | Annex (1)(i) and (r) |
| 4 | Only the developer may terminate the contract | Void | Annex (1)(s); Civil Code, article 1203 |
| 5 | Signing the handover report is acceptance of the home as is, and the developer alone determines conformity | Void | Annex (1)(f); Civil Code, article 1708(2) |
| 6 | The developer is not liable for defects, or is liable up to a small amount | Void as regards known defects, intent or gross negligence | Annex (1)(h); Civil Code, articles 1355 and 1708(2) |
| 7 | The price is indexed to construction costs | Negotiable; fine with an express formula and a right of termination | Annex (1)(p) |
| 8 | Disputes go to arbitration or to a court chosen by the developer | Negotiable; express written consent is required | Annex (1)(l); Civil Code, article 1203 |
| 9 | The buyer bears the notary and registration costs | Fine | Civil Code, article 1666(1) |
| 10 | A small deviation in area with a price adjustment in both directions | Fine if symmetrical | Civil Code, article 1743 |
How are the problematic clauses corrected?
- Changes to the specification (1). The annex treats as unfair a change to the characteristics of the product without your consent (e) or a change of terms without a valid reason stated in the contract (a). Demand three limitations: equivalent or better material, advance written notice, and a right to refuse or to receive a price reduction.
- Delivery date (2). Delays happen, so a defined grace period is a reasonable compromise. Negotiate its length, the list of force majeure events and what happens when it ends.
- Penalties (3). The fair version is symmetrical: the same rate and the same cap for both parties. In addition, a court may reduce a manifestly excessive penalty (article 1541 of the Civil Code).
- Termination (4). A clause that restricts your right to terminate when the developer has breached its obligations is also considered unfair (annex (1)(j)).
- Handover report and liability (5, 6). An exemption from liability for defects is void as regards defects that the seller knew or ought to have known of at the time of the contract (article 1708(2)). Record defects in the report and do not waive them by signing.
- Indexation (7). The annex permits lawful indexation where the method is clearly described. Demand a public index, a formula, a cap and a right to terminate and receive all the money back if the cap is exceeded.
- Jurisdiction and arbitration (8). If the contract chooses the law of a country outside the European Union but the transaction is closely connected with Romania, the more favourable Romanian consumer rules apply nonetheless (Law 193/2000, article 15).
- Costs (9). In the absence of a different agreement, the costs of concluding the sale contract are borne by the buyer. Check what is already included in the price.
- Area (10). When the contract states an area and a price per square metre, a smaller area entitles you to a reduction, and an excess of more than one twentieth (5%) requires payment of the difference or allows termination. A clause that moves the price only upwards is not fine.
Which rules apply to a property under construction regardless of the contract wording?
The Planning and Construction Code (Law 169/2026) is stricter on this point than consumer law. A reservation agreement is limited to 60 days, and the reservation amount may not exceed 5% of the price, otherwise the agreement is void ab initio (article 422(9)). Advance payments under a preliminary contract are deposited in a separate bank account of the project, and may be spent only on it and within fixed caps (article 422(10)). These rules apply even if the contract is silent or provides otherwise.
Is it possible to complain without going to court?
Yes. The National Authority for Consumer Protection (ANPC) checks compliance with the law on complaint or on its own initiative (articles 8 and 9), and it may ask the court to order a trader to remove unfair clauses from its standard-form contracts (article 12).
Checklist before signing
- Ask for the full draft in advance; under article 5 of the law, the developer must provide a copy of the standard-form contract on request.
- Mark every clause that matches one of the ten patterns in the table.
- For every clause marked as void, demand in writing its deletion or redrafting.
- For every clause marked for negotiation, propose precise wording with a cap, a period or a formula.
- Make sure that the clauses requiring your express consent under article 1203 are clauses you genuinely accept.
- Give the final wording to an independent lawyer; the developer's lawyer represents the developer only.
What to do before signing and how we assist
A developer contract is checked before any payment, including a reservation fee. We go through the draft against Law 193/2000, the Civil Code and the Planning and Construction Code, mark the problematic clauses and draft proposed amendments for negotiation. Advice on Romanian law, the notarial signing and registration are carried out by lawyers and notaries licensed in Romania.
What is stated here is general information as of October 2026 and is not legal advice for a specific case. Whether a particular clause is unfair is examined case by case.
Frequently asked questions
Is an unfair clause automatically void in Romania?
It does not apply to the consumer (Law 193/2000, article 6). In a dispute, the court decides whether the clause is unfair, and the rest of the contract continues if it can stand without it.
Does Law 193/2000 apply when buying through a company?
No. The law protects consumers, that is private individuals acting outside their professional activity. A company relies on the general rules of the Civil Code, such as articles 1203 and 1355.
The developer claims the contract is standard-form and cannot be changed. Is that true?
A standard-form contract can be changed by agreement. And a refusal to negotiate is exactly what brings the clause within the scope of Law 193/2000, which examines clauses that were not negotiated.
How much may a developer charge as a reservation fee on a property under construction?
Up to 5% of the price, and the reservation agreement is limited to 60 days. Otherwise the agreement is void ab initio, under article 422(9) of the Planning and Construction Code (Law 169/2026).
Read next · 7 min readA Will for an Israeli With Property in Romania: Choice of Law, Form of the Will and Coordination With the Will in IsraelHow to write a will that works for property in Romania: Regulation 650/2012 and choice of law, notarial or handwritten wills, reserved shares, the Israeli will.Read the guideSources
The information in this guide is general in nature and does not constitute legal or tax advice on any specific transaction. Every transaction is assessed on its own facts.