Construction law

What is construction law?

Construction law governs the legal relationships surrounding the realization of a project: the construction contract, execution, additional work, completion, and liability for defects. It affects everyone who builds, renovates, or has something built—from an international construction group constructing a factory hall to the baker on the corner having his shop renovated. Good agreements made in advance prevent most conflicts; if things go wrong, the law and your contract determine the available avenues.

The core lies in Title 7.12 of the Dutch Civil Code (contract for work). The contract for work is defined in Article 7:750 of the Civil Code: the agreement whereby the contractor undertakes to produce and deliver a tangible work for the client, outside of an employment relationship, for a specified price. In addition, standard terms and conditions such as the UAV 2012 and the UAV-GC 2005 often play a role. Our lawyers and in-house counsel are familiar with both the law and these conditions, and translate them to your specific situation.

The construction contract and the general terms and conditions

Many construction disputes can be traced back to an unclear contract or conditions that have not been declared applicable (correctly). The UAV 2012, UAV-GC 2005, AVA 2013, or DNR 2011 do not apply automatically: they must be explicitly agreed upon, and the trick is knowing which set fits your project. We draft the construction contract or review your existing contract, ensuring that planning, pricing, payment terms, additional work, and liability are watertight. If you wish to lay the foundation yourself, please also take a look at our model construction contract.

Additional work, duty to warn, and price

Disputes regarding additional work are notorious. Article 7:755 of the Dutch Civil Code stipulates that the contractor may only request a price increase for additions or alterations if he has notified the client in a timely manner of the necessity of that price increase, unless the client should have understood that necessity on his own. In addition, the duty to warn under Article 7:754 of the Dutch Civil Code applies: the contractor must warn the client of inaccuracies in the contract, defects in items originating from the client, and errors in plans or specifications, insofar as he knew or ought to have known about them. If that duty is breached, liability may shift. We assess who is responsible for what — and substantiate that.

Delivery and liability for defects

Delivery is a pivotal moment. Pursuant to Article 7:758 of the Dutch Civil Code, the work is deemed delivered when the client has accepted it, and the risk passes at that moment. After delivery, the contractor is in principle no longer liable for defects that the client should reasonably have discovered upon delivery. However, the contractor does remain liable for hidden defects: Article 7:759 of the Dutch Civil Code grants the client the right to demand remediation. A well-organized delivery file—including a delivery report and a list of outstanding issues—is invaluable in this regard.

Statute of limitations: pay attention to the time limits

Time is rarely your ally in construction law. Article 7:761 of the Dutch Civil Code stipulates that any legal claim arising from a defect in the completed work lapses after two years have elapsed since the client protested in this regard. In addition, an absolute time limit applies: the claim expires no later than twenty years after completion for construction works (and ten years for other works). Anyone who protests too late or waits too long is left empty-handed, no matter how strong the case may be on the merits. We monitor these time limits and, if necessary, draft a letter to interrupt the limitation period in a timely manner.

Non-payment, right of retention and security

If the client defaults on payment, the contractor may, subject to conditions, invoke the right of retention: the right to suspend delivery of the work until payment has been made (Article 3:290 of the Dutch Civil Code). This is a powerful means of pressure, but it requires careful application — if used incorrectly, it can actually result in liability for damages. Conversely, we assist clients who are confronted with an unjustly invoked right of retention or defective work. You can also engage our collection team .

Disputes: Arbitration Board or the ordinary court

Whether a construction dispute belongs before the ordinary courts or the Council of Arbitration for Construction Disputes depends on what the parties have agreed upon — the UAV (Uniform Administrative Conditions) refers to arbitration by default. This has implications for turnaround time, costs, and the substantive expertise of the adjudicator. We advise in advance on the correct choice of forum and conduct the proceedings, or alternatively seek a settlement if that brings you to your goal more quickly. One of our lawyers acts in proceedings before the ordinary courts; for advice, negotiations, and contract work, an in-house counsel is often sufficient.

Construction law, real estate and boundaries with other areas of law

Construction law relates to, but differs from, the broader field of real estate law (including tenancy and project development) and real estate (ownership, purchase, and transfer). While construction law revolves around the realization of the work itself, those areas of law concern the use and ownership of the real estate. If more than just construction is involved—for example, a tenancy issue or a transfer problem—our lawyers and legal experts effortlessly liaise with colleagues from those practice groups.