Drafting a debt waiver agreement: what should be included

You draft a debt waiver agreement by documenting in writing that you, as the creditor, waive one specific claim, with a precise description of which entitlement is being forfeited. The legal basis is Article 6:160 of the Dutch Civil Code: the waiver of a right to claim only takes effect when the debtor accepts the offer. The core of a good agreement is therefore a clear delimitation: which invoice, which amount, which date, and whether it concerns the entire claim or only a part of it. Below, you will find the components that should be included.

The short answer

• Name the parties: who is the creditor and who is the debtor, with company details.
• Describe the claim exactly: invoice number, amount, date, and the underlying agreement.
• Record that the creditor waives the rights pursuant to Article 6:160 of the Dutch Civil Code and that the debtor accepts them.
• Indicate whether the entire claim or a part of it lapses, and under what conditions.
• Conclude with a scope statement, date, and signatures of both parties.

Drafting a debt waiver agreement: the parties

Begin with a clear opening stating both parties: the creditor waiving the right and the debtor being released. Include full names, Chamber of Commerce registration numbers, and addresses. In a claim waiver agreement, it is important to establish who has which role, because waiving a right to claim affects the legal relationship between precisely these two parties.

Briefly state the reason: there is a claim by the creditor against the debtor, and the parties wish to have it waived in whole or in part. This context makes the agreement readable and aids in interpretation should a dispute arise later.

Describe the claim exactly

This is the heart of the agreement. Describe the claim in such a way that there can be no misunderstanding: the invoice number, the outstanding amount, the invoice date, and the underlying agreement or delivery. Precisely because it concerns a single named claim, a clear description prevents the waiver from inadvertently including other invoices or subsequent deliveries.

Next, include the waiver clause: the creditor waives this claim pursuant to Article 6:160 of the Dutch Civil Code, and the debtor accepts that offer. With that acceptance, the obligation is extinguished. Explicitly stipulate that the waiver is limited exclusively to this claim and that all other claims of the creditor remain fully valid.

Full or partial distance and conditions

Determine whether the entire claim lapses or only a part. In the case of partial waiver, you often link the waiver to consideration, such as immediate payment of the remainder. Formulate this as a condition: only after the debtor has paid the agreed portion does the remaining part of this claim lapse definitively. This makes it clear that the payment is a final payment and not a down payment.

Also specify what happens if the condition is not fulfilled. If the debtor fails to pay the agreed portion on time, the entire claim is, in principle, revived. By explicitly including this, the creditor retains an incentive, and you prevent a partially executed agreement from leading to ambiguity.

Scope and final provisions

Include a scope clause confirming that the agreement concerns only this named claim. If you also wish to grant mutual final discharge in addition to this claim, state this separately and deliberately so that you do not inadvertently relinquish other claims. Finally, add the usual closing provisions: applicable Dutch law, the competent court, and the date. Have both parties sign, as acceptance by the debtor is legally binding.

Practical example

A graphic design agency has an outstanding invoice of 6,000 euros from a regular client who claims that part of the work was not satisfactory. To maintain the relationship, the parties agree that the client will pay 3,500 euros and that the agency will waive the remaining 2,500 euros. The agreement names the invoice by number and date, stipulates that the remainder of this specific invoice will be waived upon receipt of the 3,500 euros, and confirms that all other ongoing assignments fall outside the scope of the waiver. Both parties sign, and payment follows within the agreed timeframe.

Honest recommendation

For a simple, undisputed waiver of a single small amount, you can perfectly well draft the agreement yourself. If you describe the claim exactly, base the waiver on Article 6:160 of the Dutch Civil Code, limit the scope to this single claim, and have both parties sign, you do not need a lawyer.

Do seek assistance as soon as a dispute arises, the amount increases, conditions are attached to the waiver, or there are multiple reciprocal claims. In such cases, you will want the demarcation and reinstatement in the event of non-compliance to be watertight, and the tax implications properly arranged before you sign.

Want to know more or have it arranged immediately? View the debt waiver agreement on our contracts page, first read what a debt waiver agreement is , and see what it costs to have one drawn up.

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