Category: Dutch contract law
Unfortunately, it often happens that a creditor misses the boat because the debtor keeps their assets in a legal entity. The debtor may be liable, but because the collateral assets are lodged with the legal entity, the creditor is left empty-handed. In the Netherlands, in such a case the creditor may rely on the doctrine of identification. However, the current case-law is that this appeal is accepted only in exceptional circumstances. A recent Dutch ruling by the Supreme Court illustrates this. Dutch contract lawyer Onno Hennis explains the judgement.
Read more about: Identification only under exceptional circumstances
Participating in foreign property development projects is always a risky type of investment, one which frequently ends up in disputes. Therefore, it is highly desirable to carry out proper due diligence investigations into investment projects. But what should be the scope of such an investigation? A recent procedure concerned a dispute between investors and the investment company about precisely this question. Contract Lawyer Hidde Reitsma explains the Dutch Court’s ruling.
Read more about: Due diligence: ensure the scope of the investigation!
In commercial transactions, orders are not always recorded in writing. Negotiations are sometimes done in person, whereupon a client verbally accepts a contractor’s offer. It is possible that it is not clear who is actually the legal principal. This may cause problems, in particular if the client has not paid the invoice. Contract Lawyer Hidde Reitsma explains the case submitted to the Dutch Court.
Read more about: Who is the client: one-man business or limited company?
A franchisor defaults on the franchise agreement with his franchisees. The franchisees are required to seek work elsewhere. However, they are bound to a strict post-contractual non-competition clause. Can the franchisees still evade this clause? Thomas van Vugt, lawyer specialising in Dutch contract law, explains the petition to suspend a non-competition clause by the following case.
Read more about: Suspension of non-competition clause in a franchise agreement
Marital attachment is a special type of preservation order that one of the spouses can apply on assets of the (dissolved) common estate. In a recent preliminary injunction between a divorcing couple, it was questioned whether or not a marital attachment on the shares of a spouse in his company is possible. Hidde Reitsma, lawyer specialising in attachment and execution proceedings, discusses the decision of the preliminary relief Judge.
Read more about: Marital attachment of spouse’s shares in BV: is that possible?
In this case, the acquiror of a company claims the seller is liable for not mentioning issues with a running maintenance contract. The Court of Rotterdam deems the seller should have mentioned the issues. The court of appeal did not agree. Contract lawyer Marco Guit explains the decision of the court of appeal.
Read more about: Imputable shortcoming when acquiring a company?
When you start a franchise in the Netherlands, you will probably sign a post-contractual non-competition clause. If a franchisor no longer fulfils the franchise agreement, franchisees will have to look for work elsewhere. Such a search may be delayed considerably by the non-competition clause. In this case, the main question was whether in such circumstances the franchisee can still get out of the non-competition clause. Dutch contract Lawyer Thomas van Vugt explains the request for suspension of the non-competition clause.
Read more about: Suspension non-competition clause in a franchise agreement
In the current economic climate, more and more people in the Netherlands have problems repaying consumer credits. To protect consumers, lenders (banks) must comply with strict standards to prevent so-called excessive lending. AMS Advocaten uses a recent case to enlighten you as to how excessive lending is underwritten in the Netherlands. Hidde Reitsma, Dutch lawyer specialised in cases concerning the duty of care of banks, explains this case.
Read more about: Bank in breach of duty of care in the case of excessive lending?