When Do General Terms and Conditions Apply Under Dutch Law?
Under Dutch law, General terms and conditions apply when three cumulative requirements are met: timely declaration of applicability before or upon contract conclusion, acceptance by the counterparty, and fulfillment of the information obligation by the user. These conditions apply according to Article 6:231 Dutch Civil Code (BW) o clauses used in multiple agreements without individual […]
Legal Agreements under Dutch law when selling Drones
When selling drones as an entrepreneur, under Dutch law or within the Netherlands, you must comply with strict European and Dutch regulations. Since December 31, 2020, Regulations 2019/945, 2019/947, and 2020/639 apply to all unmanned aircraft above 250 grams or equipped with cameras. Correct CE labeling, Remote ID systems, and clear contractual agreements regarding liability […]
Contract Termination for Breach under Dutch law: What Are the Legal Criteria?
Under Dutch law, a contract may be terminated when the counterparty fails to fulfill obligations, the breach is sufficiently serious under Article 6:265 Dutch Civil Code, and default exists through exceeding fatal deadlines, formal notice of default, or permanent impossibility of performance. Contract termination in the Netherlands represents a drastic legal remedy that immediately ends […]
Battle of the Forms under the Vienna Sales Convention: which GTCs apply?
The battle of forms under the Vienna Sales Convention (CISG) determines which general terms and conditions apply when both international trading partners refer to their own conditions. Unlike the Dutch first shot rule, the Convention applies the knock out rule: only substantively matching provisions become part of the contract. International sale agreements between professional parties […]
Suspension of payment under Dutch law
Under Dutch law, a valid invocation of payment suspension requires an enforceable counterclaim, sufficient connection between both obligations, and proportionality between the suspended amount and the breach. The suspension must comply with Article 6:262 Dutch Civil Code and must not violate reasonableness and fairness principles. Suspension of payment serves as a powerful legal instrument in […]
When Can You Terminate an Assignment under Dutch law?
As a principal, you may terminate an assignment agreement at any time without stating reasons according to Article 7:408 paragraph 1 Dutch Civil Code. This applies to both fixed-term and indefinite-term assignments, although notice periods and compensation obligations must be considered. The authority to terminate an assignment differs significantly between principals and contractors. Moreover, different […]
Unauthorized Conclusion of a Contract under Dutch law
Unauthorized representation in contract conclusion means that a person acts on behalf of a legal entity without the required power of attorney or statutory authority. The represented party is in principle not bound to this agreement, unless the appearance of representative authority can be demonstrated according to Article 3:61 paragraph 2 of the Dutch Civil […]
What is a Third-Party Beneficiary Clause under Dutch law?
A third-party beneficiary clause under Dutch law is a contractual provision where two parties agree that a third person gains an independent right to claim performance. This third party can directly demand performance from one of the contracting parties without having been involved in the original agreement. The legal foundation follows from Article 6:253 of […]
How to terminate a Dutch commercial contract during the term?
Under Dutch law, Terminating commercial contracts during their term is possible through several legal routes: notice of termination, dissolution for breach, cancellation due to defects of consent, or mutual agreement. Available options depend on contractual provisions, statutory rules, and the nature of the agreement. Business owners must follow specific procedures to avoid damage claims. Ending […]