The agreement comes a month after a bid from the world's largest steel company, Mittal Steel, failed.
Under the agreement, Donbas has guaranteed jobs with the steelworkers' unions for the next 10 years.
The acquisition is dependent on Donbas depositing bank guarantees and must be approved by the Polish treasury, said Tadeusz Wenecki, president of TF Silesia, which owns the Polish steelworks.
Netherlands-based Mittal Steel's bid fell through in May after trade unions rejected the worker' benefit package, notably Mittal's offer to only safeguard Polish jobs for five years.
Huta Czestochowa is Poland's leading producer of steel plate, employing more than 2,000 staff, with steel-making capacity in excess of 700,000 tonnes per year.
Donbas has pledged to invest more than 100 mln eur in the steelmill over the next seven years.
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