Top 4 Legal Remedies for Dutch Contract Breach

Published on 22 January 2022 · Last updated 26 October 2026

If a contract governed by Dutch law is breached, the four main remedies are: claiming performance (Article 3:296 Dutch Civil Code, DCC), suspending your own performance (Article 6:262 DCC), claiming damages (Article 6:74 DCC) and terminating the contract (Article 6:265 DCC). Damages and termination usually require that the other party is in default (verzuim).

This page explains what counts as a breach of contract (tekortkoming, often called wanprestatie or contractbreuk), when the other party is in default and how each of the four remedies works. Our team also advises on Dutch Distribution Law.

Which remedy suits you depends on what you want: the performance itself, money or an end to the contract. Several remedies can be combined, for example termination and damages (Article 6:277 DCC). For the general rules, see our page on contract law in the Netherlands.

How does Dutch contract law work?

Dutch contract law is mainly found in Book 6 of the Dutch Civil Code (Burgerlijk Wetboek), which contains the general rules on obligations and contracts, including the remedies on this page. Book 7 contains rules for specific contracts, such as sale, services and lease. Book 3 contains general rules on juristic acts, such as their form and annulment.

Dutch contract law covers a broad range of agreements, such as the sale of goods, services, property and employment. A central principle is reasonableness and fairness (redelijkheid en billijkheid), sometimes translated as good faith. Creditor and debtor must behave towards each other in accordance with its requirements (Article 6:2(1) DCC). A contract has not only the legal effects agreed by the parties, but also those that, given the nature of the contract, follow from the law, custom or reasonableness and fairness (Article 6:248(1) DCC). A rule that applies between the parties under the contract does not apply to the extent that this would be unacceptable by standards of reasonableness and fairness in the circumstances (Article 6:248(2) DCC).

Dutch contract law starts from freedom of contract, but that freedom has limits. A juristic act that by its content or purpose is contrary to good morals or public order is void (nietig) (Article 3:40(1) DCC). Breach of a mandatory statutory provision also makes it void; if the provision only protects one of the parties, the act is only voidable (vernietigbaar), unless the purpose of the provision leads to a different result. This does not apply to provisions that are not intended to affect the validity of acts that conflict with them (Article 3:40(2)-(3) DCC). Within those limits, agreements must be kept (pacta sunt servanda), and the law gives the creditor several remedies if they are not.

How do you identify a breach of contract?

Dutch law uses one concept for every breach of contract: a failure in performance (tekortkoming) (Article 6:74(1) DCC). In Dutch it is often called wanprestatie or contractbreuk. It covers not performing at all, performing late and performing improperly, for example by delivering defective goods.

Whether there is a failure depends on what the debtor had to do under the contract, the law and reasonableness and fairness (Article 6:248(1) DCC). A failure does not have to be the debtor’s fault. Fault mainly matters for damages: a failure cannot be attributed to the debtor if it is not due to its fault and is not for its account under the law, a juristic act or generally accepted views (force majeure, overmacht) (Article 6:75 DCC).

Identification of a breach starts with a thorough analysis of the contractual agreement. Clauses setting out performance obligations, timelines, and quality standards form the basis for review. If these are not met, a breach is likely.

However, it’s not always that straightforward. Some contracts may contain ‘force majeure’ clauses exempting parties from liability under extraordinary circumstances. Others might have ‘cure periods’ allowing a defaulting party to rectify their breach within a specified timeframe. Thus, a thorough understanding of the contract’s terms and conditions is essential.

The consequences of non-performance can arise even before performance is due (anticipatory breach). Under Article 6:80(1) DCC, this is the case if it is certain that performance without failure will be impossible; if the creditor must infer from a statement of the debtor that it will fail to perform; or if the creditor has good reasons to fear that the debtor will fail to perform and the debtor does not respond to a written demand, stating those reasons, to declare within a reasonable period that it is willing to perform.

When is the other party in default under Dutch law?

For damages and termination, the debtor must usually be in default (verzuim) (Articles 6:74(2) and 6:265(2) DCC). Default arises when you send the debtor a written notice of default (ingebrekestelling) giving it a reasonable period to perform, and performance does not follow within that period (Article 6:82(1) DCC). The debtor is not in default insofar as the delay cannot be attributed to it or performance is already permanently impossible (Article 6:81 DCC). If the debtor is temporarily unable to perform, or its attitude shows that a reminder would be useless, a written statement holding it liable is enough (Article 6:82(2) DCC).

Default arises without a notice of default when a fixed deadline for performance expires without performance, unless it appears that the deadline has a different purpose; when the obligation arises from a tort or is an obligation to pay damages under Article 6:74(1) DCC and is not performed immediately; or when you must infer from a statement of the debtor that it will fail to perform (Article 6:83 DCC). Do not confuse the notice of default with the duty to complain: if a performance is defective, you must protest within a reasonable time after you discovered, or should reasonably have discovered, the defect (Article 6:89 DCC). Read more about non-performance of contractual claims under Dutch law.

What are the top 4 legal remedies for breach of contract under Dutch law?

Dutch law gives the creditor four main remedies when the other party fails to perform: performance, damages, termination and suspension. Each has its own conditions.

1. Damages (schadevergoeding)

Every failure in performance obliges the debtor to compensate the loss the creditor suffers as a result, unless the failure cannot be attributed to the debtor (Article 6:74(1) DCC). Insofar as performance is not already permanently impossible, this only applies once the debtor is in default (Article 6:74(2) DCC). Damages compensate financial loss, which covers both losses suffered and lost profits, and other harm only insofar as the law gives a right to it (Article 6:95(1) DCC and Article 6:96(1) DCC). Only loss that is connected with the failure in such a way that it can be attributed to the debtor as a consequence of it qualifies (Article 6:98 DCC). If the loss is partly due to circumstances attributable to the creditor, the damages are reduced in proportion, unless fairness requires a different outcome (Article 6:101(1) DCC).

Instead of performance, you can also claim replacement damages (vervangende schadevergoeding). Insofar as performance is not already permanently impossible, the obligation is converted into an obligation to pay replacement damages when the debtor is in default and you notify it in writing that you claim damages instead of performance. This does not apply if the failure, given its minor significance, does not justify it (Article 6:87 DCC).

2. Performance (nakoming)

You can claim performance of the contract. At the request of the creditor, the court orders a debtor to give, do or refrain from doing what it is obliged to, unless the law, the nature of the obligation or a juristic act provides otherwise (Article 3:296(1) DCC). Performance is therefore the starting point under Dutch law, and it includes an order to stop doing something (an injunction). No notice of default is needed to claim performance of an obligation that has fallen due. At a party’s request, the court can attach a penalty payment (dwangsom) to the order, for the case that the debtor does not comply; this is not possible for an order to pay money (Article 611a(1) Dutch Code of Civil Procedure, Rv). In urgent cases, you can ask the preliminary relief judge in summary proceedings (kort geding) for a provisional order (Article 254(1) Rv).

3. Termination (ontbinding)

Every failure of a party to perform one of its obligations gives the other party the right to terminate (ontbinden) the contract in whole or in part, unless the failure, given its special nature or minor significance, does not justify termination with its consequences (Article 6:265(1) DCC). Insofar as performance is not permanently or temporarily impossible, this right only arises once the debtor is in default (Article 6:265(2) DCC). You terminate by a written statement, or the court pronounces the termination on your claim (Article 6:267 DCC). Termination has no retroactive effect (Article 6:269 DCC). It releases the parties from the obligations affected by it; performances already received must be undone (restitution) (Article 6:271 DCC). Read more about dissolution clauses in Dutch B2B contracts.

Termination is different from annulment (vernietiging). A contract can be annulled if it was concluded under threat, fraud or abuse of circumstances (misbruik van omstandigheden) (Article 3:44(1) DCC) or, under the conditions of Article 6:228(1) DCC, mistake. Annulment takes place by an out-of-court statement or by a court judgment (Article 3:49 DCC) and works retroactively (Article 3:53(1) DCC). What has been performed can then be reclaimed as undue payment (Article 6:203 DCC). Annulment concerns a defect in how the contract was formed, not a failure to perform it.

4. Suspension (opschorting)

In a contract with obligations on both sides, you may suspend performance of your own obligations if the other party does not perform its obligation (Article 6:262(1) DCC). No notice of default is required. If the other party performs only partly or improperly, you may suspend only to the extent the failure justifies it (Article 6:262(2) DCC). If you suspend without a valid ground, you may yourself be in breach. Read more about the right of suspension in the Netherlands.

The remedies can be combined. If you terminate the contract, the party whose failure gave grounds for termination must also compensate the loss you suffer because the contract is terminated instead of performed by both sides; if that failure cannot be attributed to it, only within the limits of Article 6:78 DCC (Article 6:277(1)-(2) DCC). Do not wait too long. A claim for damages becomes time-barred five years after the start of the day following the day on which you became aware of both the damage and the liable person, and in any case twenty years after the event that caused the damage, with different rules for, among other things, environmental damage and personal injury (Article 3:310(1), (2) and (5) DCC). A claim for termination becomes time-barred five years after the start of the day following the day on which you became aware of the failure, and in any case twenty years after the failure arose (Article 3:311(1) DCC).

Frequently asked questions about remedies for breach of contract under Dutch law

What are the remedies for breach of contract under Dutch law?

The four main remedies are claiming performance (Article 3:296(1) DCC), suspending your own performance (Article 6:262 DCC), claiming damages, including replacement damages instead of performance (Articles 6:74 and 6:87 DCC), and terminating the contract (Article 6:265 DCC). Termination and damages can be combined (Article 6:277 DCC). Annulment (vernietiging) is a separate remedy for a defect in the formation of the contract, such as fraud or mistake (Article 3:44 and 6:228 DCC).

What is wanprestatie or contractbreuk in English?

Wanprestatie and contractbreuk are the Dutch words for breach of contract. The statutory term is a failure in performance (tekortkoming) (Article 6:74(1) DCC). It covers not performing, performing late and performing improperly. A failure does not have to be the debtor’s fault; fault mainly matters for damages (Article 6:75 DCC).

Do you need a notice of default before claiming damages or terminating a contract?

Usually, yes. Insofar as performance is not already permanently impossible, damages require that the debtor is in default (Article 6:74(2) DCC); for termination, default is required insofar as performance is not permanently or temporarily impossible (Article 6:265(2) DCC). Default usually arises after a written notice of default with a reasonable period to perform (Article 6:82(1) DCC), but sometimes arises without one, for example when a fixed deadline expires, unless it appears that the deadline has a different purpose (Article 6:83 DCC).

Can you seek remedies for breach of an oral contract in the Netherlands?

Yes, in principle. Unless otherwise provided, statements can be made in any form (Article 3:37(1) DCC), so most contracts can be concluded orally. For some contracts, the law prescribes a form; for example, the purchase of a residential property by a consumer must be in writing (Article 7:2(1) DCC). Unless the law provides otherwise, a juristic act that is not made in the prescribed form is void (Article 3:39 DCC). In court, evidence can in principle be provided by any means (Article 152(1) Rv), but an oral contract is harder to prove.

How do you take a breach of contract case to court in the Netherlands, and what does it cost?

A case usually starts with a writ of summons served by a bailiff (Article 111 Rv). Claims of up to €25,000 and some types of cases go to the cantonal judge (Article 93 Rv), where you do not need a lawyer; in other cases you generally do (Article 79 Rv), although a defendant in summary proceedings may also appear in person (Article 255(1) Rv). Each claimant, and each defendant that appears, pays a court fee (griffierecht), except a defendant before the cantonal judge (Section 4(1)(b) Court Fees in Civil Cases Act, Wgbz). Under the table in force since 1 January 2026, a company suing at the district court pays €3,083 for a claim of up to €100,000 (Wgbz, annex). The losing party is ordered to pay the costs of the proceedings, as set by the court (Article 237(1) and (3) Rv); this does not necessarily cover all your lawyer’s fees. Arbitration is only possible if the parties have agreed to it (Article 1020(1) Rv). Read more about substantive proceedings in the Netherlands.

What should you do if a contract is breached?

Act quickly and in writing. Check the contract for clauses on default, penalties, limitation of liability and termination. Protest a defective performance within a reasonable time (Article 6:89 DCC), and if the debtor is not yet in default, send a written notice of default with a reasonable period to perform (Article 6:82(1) DCC). Then choose the remedy that fits your goal: performance, suspension, damages or termination.

Our commercial law lawyers in the Netherlands advise foreign businesses on breaches of contracts governed by Dutch law, from the notice of default to court proceedings.