Zaliczka (Refundable Advance Payment)
A partial payment made toward the future price of a contract that, unlike a zadatek, carries no automatic forfeiture-or-double-return penalty — if the deal falls through, it is simply returned.
Applies to Poland.
Definition
Unlike zadatek, zaliczka is not separately defined in the Civil Code as a distinct legal institution with built-in sanctions — it is simply treated as a partial, advance payment toward the final price.
If the contract is not ultimately performed, regardless of whose fault caused this, the general rule is that the zaliczka must simply be returned to the party who paid it — there is no automatic forfeiture for the payer backing out, nor a doubled-return penalty for the recipient backing out, the way there is with a zadatek.
Because a zaliczka carries no built-in penalty, parties who want the stronger commitment device of forfeiture should make sure their contract explicitly uses the term zadatek rather than zaliczka — courts interpret the label the parties actually used, together with their evident intent, when a dispute arises over which one was meant.
Examples
A buyer pays a 10,000 PLN zaliczka toward a property's price; when the deal doesn't close for reasons on the seller's side, the seller simply returns the full amount.
Because the contract used the term zaliczka rather than zadatek, a buyer who changes their mind is only entitled to get the money back, without owing any penalty either way.
A tenant negotiating a reservation agreement insists the payment be labeled a zaliczka rather than a zadatek, precisely so it can be recovered in full if they decide not to proceed.
How this affects buying and selling
Anyone drafting or signing a preliminary or reservation agreement should read the label carefully — zaliczka and zadatek sound similar in everyday speech but produce very different outcomes if the deal collapses. A buyer who wants an easy, penalty-free way out should insist on zaliczka; a seller who wants a real commitment mechanism should insist on zadatek.
