A contracting agreement under Dutch law (aanneming van werk) is a contract in which a contractor undertakes to produce a specific physical result for a client for a price. It covers far more than construction: a custom machine, a fitted kitchen or a built-to-order boat all fall under it. This page explains when the work is legally completed, when extra work may be charged, and who is liable for defects.
What is a contracting agreement under Dutch law?
A contracting agreement (aanneming van werk) is defined in article 7:750 of the Dutch Civil Code as a contract in which one party, the contractor, undertakes to produce a work of a material nature for a price that the client agrees to pay. Its defining feature is that the contractor owes a result, not merely an effort.
How is a contracting agreement different from other contracts?
The key difference is the type of obligation. Under a contracting agreement the contractor owes a specific result, whereas under many other agreements a party only has to do its best or is judged by reasonableness and fairness. Where the client sets specific requirements, the contractor must deliver a product that meets them, or the work is defective and the ordinary rules on breach of contract can follow.
When is the work legally completed?
The work is legally completed once the client approves and accepts it, the moment (oplevering) that shifts responsibility. From then on, under article 7:758 of the Dutch Civil Code, the contractor is discharged from liability for defects the client should reasonably have noticed at completion. If the client fails to inspect within a reasonable time after being invited to, the work can be deemed accepted in its existing state.
Can the contractor charge for additional work?
Sometimes, but not automatically. Under article 7:755 of the Dutch Civil Code a contractor can claim payment for additional work only if the client requested the additions, or if the contractor warned the client in time that they would raise the price — unless the client should have understood that increase without a warning. Anything already within the agreed scope cannot be charged again.
Who is liable for defects after completion?
After completion the contractor is no longer liable for defects the client could reasonably have discovered at that time, under article 7:758 of the Dutch Civil Code. The contractor does remain liable for hidden defects that were not reasonably discoverable at completion. This is why a careful inspection at the moment of acceptance protects both sides.
Unsure whether a defect is yours to fix or the contractor’s, or whether an extra invoice is justified? Our Dutch contract lawyers assess the agreement and the completion record and tell you exactly where you stand.
A practical example: a custom-built machine
Suppose a manufacturer orders a machine built to precise specifications. On delivery it runs, so the client signs off, but three of the stated tolerances are visibly out of range. Because those defects were reasonably discoverable at completion, article 7:758 discharges the contractor for them once the client has accepted the work. Had the same tolerances been hidden inside the housing and undetectable at delivery, the contractor would have remained liable — which is exactly why a documented inspection at acceptance matters.
Speak to a Dutch contract lawyer
Whether you are the client or the contractor, the wording of the agreement and the record of completion decide most disputes over defects, extra work and liability. Our Dutch contract lawyers draft, review and enforce contracting agreements, and act in negotiation or in court when a dispute arises. This work is part of our wider Dutch contract law practice. Contact us to review your contracting agreement.
Frequently asked questions about contracting agreements
What is a contracting agreement under Dutch law?
It is a contract (aanneming van werk) under article 7:750 of the Dutch Civil Code in which a contractor undertakes to produce a physical work — such as a building or a custom product — for a client in return for a price.
Does a contracting agreement only apply to construction?
No. It also applies whenever a physical item is custom-made, such as a machine, a piece of furniture, a car or a boat built to order. The rules on completion, additional work and liability apply to all of these.
When can a contractor charge for extra work?
Under article 7:755 of the Dutch Civil Code, only if the client requested the extra work or the contractor warned in time that it would increase the price, unless the client should have understood that increase without a warning.
Who is responsible for defects found after completion?
Under article 7:758 of the Dutch Civil Code the contractor is discharged for defects the client should reasonably have spotted at completion, but remains liable for hidden defects that could not reasonably have been discovered then.
