New Book 7 of the Civil Code: Special contracts

Four key principles of the new Book 7

With the reform of the law on special contracts, the legislator aims to make the existing rules clearer, simpler and more consistent. The reform is based on four key principles:

1. Simplification: Redundant provisions are removed, and existing rules are formulated in a more accessible manner.

2. Restructuring: Legal provisions will be organized in a more logical manner.

3. Harmonization: The rules governing different types of special contracts will be better aligned with one another.

4. International alignment: The legislature draws inspiration from foreign legal systems and international instruments, including the Vienna Sales Convention.

Simplification of the law of special contracts

A primary objective of Book 7 is to simplify existing legislation.

Provisions that merely repeat the general law of obligations, as set forth in Book 5 of the Civil Code, are being eliminated. This not only makes the legislation clearer but also clarifies when and why the rules for special contracts deviate from the general law.

In this way, the emphasis shifts to the provisions that apply specifically to the various types of special contracts.

In addition, certain provisions, such as those concerning consumer sales, are rewritten in clearer and more accessible language.

A more logical structure for service contracts

In addition to simplification, Book 7 also restructures the law of special contracts.

For example, various types of service contracts are now brought under a single common legal framework. The term “service contract” thus becomes an umbrella term for various contract forms, such as contracts for work, deposit agreements, agency agreements and others.

Where necessary, the legislature provides specific rules and nuances for the various types of service contracts.

More uniform rules for sales, lease, and service contracts

A third key focus is the harmonization of special contract law. The legislature aims to align the rules for different types of contracts as closely as possible.

For example, uniform time limits are being introduced for matters such as warranties, notices, limitation periods and expiry periods.

In addition, Book 7 introduces a uniform concept of conformity for sales, lease, and service contracts. This means that the same standard is applied to assess whether a delivered good or a performed service complies with what was contractually agreed upon.

This harmonization is intended to ensure greater coherence among the various types of contracts and a more consistent application of the law.

New rules with a concrete impact on your agreements

In addition to simplification, restructuring, and harmonization, Book 7 also contains a number of substantive changes compared to existing contract law.

• The new Book 7 explicitly confirms that a service contract may be entered into even without compensation. This means that unpaid services, such as volunteer work, may also fall within the scope of this legislation.

• An important rule is also changing for sales contracts . Under the new provisions, the buyer bears the risk of loss or damage to goods from the moment of delivery, and no longer from the transfer of ownership. General terms and conditions will also need to be amended to comply with these new rules.

What does Book 7 mean for your existing and future contracts?

In principle, the new Book 7 contains rules of supplementary law. This means that contracting parties may deviate from them by mutual agreement, unless a provision is, by its nature or by express provision, a matter of mandatory law or public policy.

This contractual freedom offers opportunities but also raises issues that require attention. After all, if agreements are formulated in an unclear or incomplete manner, the statutory rules can lead to unexpected consequences.

That is why it is even more important to draft agreements clearly, completely, and in detail. Well-defined contractual terms provide greater legal certainty and help avoid disputes later on.

With the new legislation set to take effect on September 1, 2027, it is therefore important to assess in a timely manner what impact it will have on your contracts and terms and conditions.