The situation buyers fear (and sellers hate too)
You sign an agreement to buy a property. You pay a deposit (either to the seller or into an escrow/stakeholder account). Settlement day arrives… and the seller doesn’t deliver clean title / can’t complete / doesn’t show.
When that happens, the outcome is usually decided by two things:
- What the contract says (completion conditions, default remedies, timelines), and
- Where the deposit is sitting (seller’s pocket vs controlled escrow with clear release rules).
Escrow is not just “nice to have.” In Cyprus and Greece, it’s often the difference between:
- a clean, quick resolution, or
- months of disputes, pressure, and litigation.
What “failure to deliver title” really means
In real transactions, “seller didn’t deliver title” usually falls into one of these buckets:
1) Seller refuses or “no-shows”
They simply don’t attend signing/transfer, or refuse to execute final steps.
2) Seller can’t deliver clean transfer readiness
They want to proceed, but something blocks it:
- mortgages/charges not cleared,
- missing certificates/documents,
- technical/planning issues,
- mismatched property data,
- registry/cadastre issues.
3) The deal is “ready,” but the process is not
The parties are willing, but coordination fails:
- tax filings not completed,
- parties haven’t authorised the notary workflow,
- key documents weren’t collected in time.
This is the most common category—and the most preventable with structured workflow and escrow rules.
Greece: what typically happens when the seller doesn’t complete
A) If the seller refuses to perform
In Greece, buyers don’t rely on a single special “property performance law.” Instead, the toolkit is built from general contract and civil procedure rules.
A key mechanism is the Greek Code of Civil Procedure, Article 949: if a person is condemned to make a “declaration of will,” that declaration is deemed made once the decision becomes final (and if it depended on counter-performance, when that is performed).
Plain English: in the right scenario, a court decision can effectively substitute for the seller’s missing signature/consent, so the transfer can proceed (your lawyer/notary will handle how that becomes registrable in practice).
B) If your deposit is “arravonas” (earnest money), the seller’s default can be expensive for them
Greek Civil Code rules on arravonas are commonly used in preliminary agreements:
- If the party who received the arravonas is at fault for non-performance, they may have to return double the arravonas.
Important nuance: this depends on how the deposit is legally characterised and written in your agreement.
C) “Seizing another property” — what that actually means
It’s not automatic, but it can happen via:
- Precautionary measures (security measures) under CCP Articles 682–738A, such as mortgage annotation and conservatory attachment.
- Then, if the buyer wins a money judgment (refund/double arravonas/damages), enforcement can proceed against the seller’s assets (including real estate).
So yes: buyers can sometimes end up enforcing against other assets, but it’s through court security + enforcement, not a simple “swap property” rule.
Cyprus: what typically happens when the seller doesn’t complete
Cyprus has a very important buyer-protection step that behaves like “legal escrow” for your position after signing.
A) Deposit the Sale Contract with the Department of Lands and Surveys (DLS)
DLS recommends that once you sign a Sale Contract, you have it stamped (where applicable) and deposit it with DLS no later than six (6) months from signing.
DLS explains that depositing the Sale Contract activates protections under the Sale of Immovable Property (Specific Performance) Law 81(I)/2011, designed to protect buyers if the vendor fails to meet obligations.
Plain English: Cyprus gives buyers a strong protective lever if the contract is correctly deposited and the buyer performs their obligations.
B) If the seller fails to perform
Depending on facts and contract wording, the buyer may:
- trigger contractual remedies (termination/refund/penalties),
- rely on the deposited contract + specific performance pathway, and/or
- pursue court orders that result in execution/transfer via DLS processes.
The big risks and pitfalls (buyer + seller)
1) Deposit paid directly to the seller (worst for buyer, risky for seller too)
Buyer risk: recovery becomes a dispute (and sometimes a chase).
Seller risk: if the deposit is characterised as earnest money or if they’re found in default, they could face heavier consequences than expected (including litigation and asset restraint).
2) “Completion date” not tied to objective deliverables
If the contract doesn’t clearly define what the seller must deliver by completion (clear title, documents, releases, permits), disputes become subjective and slow.
3) No “long-stop date” and no documented cure process
Deals drift for months because there’s no:
- cure period,
- escalation path,
- or automatic consequence.
4) Over-reliance on “the notary/lawyer will handle it”
Even in digital workflows, someone must provide documents, authorise steps, and pay taxes/fees on time. Gov.gr’s process makes it clear the notary invites parties to authorise actions and build the electronic transfer file.
5) Registry protections missed (Cyprus)
In Cyprus, failing to deposit the Sale Contract within the recommended timeframe can weaken the buyer’s protective position.
How escrow mitigates and simplifies the problem (for BOTH sides)
Escrow does 5 practical things
1) Prevents “he said / she said” about refunds
A properly drafted escrow agreement uses objective triggers:
- refund if due diligence fails,
- refund if seller can’t clear encumbrances,
- refund if completion hasn’t occurred by the long-stop date,
- release only on proof of completion deliverables.
This reduces disputes because the escrow agent isn’t guessing—just following the checklist.
2) Keeps negotiations calm when something goes wrong
When the deposit is not sitting with the seller, the seller is less likely to feel “entitled” to it, and the buyer doesn’t feel panicked.
That makes it easier to agree a short extension to cure a problem, rather than escalating immediately.
3) Makes “failure” outcomes predictable
Both parties know, from day one:
- what happens on delay,
- what happens on default,
- and who gets what money when.
Predictability is the real product.
4) Reduces the need for court action
In Greece, buyers can end up in claims involving specific performance (Art. 949) or earnest money rules.
In Cyprus, buyers may rely on contract deposit + specific performance pathways.
Escrow doesn’t remove legal rights, but it often avoids the dispute ever reaching that stage.
5) Speeds up genuine closings
Escrow can also release funds quickly when the conditions are met—because both parties prepared the evidence pack in advance.
A “good” escrow structure for property deposits
1) Define the escrow agent and account
- Stakeholder lawyer client account, regulated escrow provider, or bank escrow (as appropriate)
2) Define release milestones (objective evidence)
Release to seller only when ALL are true:
- Contract signed and enforceable
- Buyer funds confirmed
- Required pre-completion documents received (e.g., releases/clearances)
- Settlement completed (or deed executed/registrable steps satisfied)
Refund to buyer if ANY occur:
- Due diligence fails on defined red flags
- Seller fails to satisfy defined deliverables by the completion date + cure period
- Long-stop date passes
- Seller repudiation/no-show
3) Define the cure process
- Cure notice timeline (e.g., 5–10 business days)
- What counts as “cure” (evidence list)
- Automatic refund if not cured
4) Define dispute handling
- Funds remain held pending written agreement or court order
- Costs allocation rules (to deter frivolous disputes)
5) Align escrow with local registry protections
- Cyprus: include a milestone requiring proof the Sale Contract was deposited with DLS where relevant (and retain the receipt).
- Greece: align milestones to notary’s electronic transfer file and parties’ authorisations (so settlement doesn’t fail due to missing approvals).
How REXE fits in
Escrow works best when the transaction is run like a structured workflow, not like an email thread.
REXE helps by:
- assigning owners for each deliverable (buyer/lawyer/notary/agent/seller),
- tracking evidence required for escrow releases,
- storing receipts and proof (e.g., Cyprus DLS contract deposit receipt),
- and keeping a clean audit trail that prevents “missing document” delays.
