Introduction
Disputes that arise around a commercial arrangement: a counterparty that fails to deliver, fails to pay, or terminates a relationship in a way that causes harm. Sometimes it is about performance, sometimes about damages, and sometimes both. Where the parties can no longer resolve matters between themselves, civil law offers powerful instruments to enforce those arrangements through the courts or to mount a defence, but they require the right timing and strategy. Below are the situations that arise most often, with the route that leads to the objective for each.
A cooperation is terminated
A supplier, distributor or cooperation partner ends the relationship, when it should not have done so, or not without compensation. Or the other way round: a party has terminated and is being held to account for it. Unlike a contract for a fixed term, a continuing agreement is in principle terminable, but the standards of reasonableness and fairness may require a sufficiently weighty ground, the observance of a reasonable notice period, or the payment of compensation. How long the relationship lasted, what investments were made in anticipation of its continuation, and how dependent the parties were on each other, determine whether a termination holds and what is owed. The dispute therefore rarely turns on the termination itself, but on the conditions under which it was permitted.
More about wrongful termination
An adviser or lawyer made a professional error
A lawyer, civil-law notary, accountant or other professional makes a mistake through which their client suffers loss: a deadline is missed, advice turns out to be wrong, a deed is defective. The standard is whether they acted as may be expected of a reasonably competent and reasonably acting practitioner; not every unfortunate outcome is a professional error. Once the error is established, the centre of gravity shifts to the loss and causation: what outcome would have been reached had the professional acted with due care? That hypothetical course has to be reconstructed and substantiated, and it is precisely there that the extent of liability is decided.
More about professional liability
A contract is not performed
A supplier delivers late, a customer fails to pay, or what was delivered does not answer to what was agreed. In the event of such a shortcoming the injured party has, in principle, a choice: to compel performance, to claim damages, or to dissolve the contract and be released from its own obligations. Those remedies are powerful, but the order matters greatly. In many cases a right to damages or dissolution only arises once the other party has been placed in default, which usually requires a proper notice of default setting a reasonable period. A notice that is just slightly wrong can undermine the entire claim, and a party that dissolves too soon becomes the defaulting party itself. The outcome is therefore often decided before the first demand letter even goes out.
A debtor is dissipating assets
Just before a debtor says it can no longer pay, assets disappear: a property is transferred to a family member, assets move to an affiliated company, or one creditor is quickly given security ahead of the others. Such unobligated acts that prejudice creditors can be set aside by means of the actio pauliana, after which the diverted assets become available for recovery once again. What is decisive is whether both parties involved knew or ought to have known that creditors would thereby be prejudiced, something that is seldom on paper and usually has to be inferred from the circumstances. Because assets can be moved on quickly, the annulment often goes hand in hand with a prejudgment attachment that freezes the situation while the matter is pending.
Evidence that the other party withholds
The evidence for a claim sometimes lies locked away in documents held by the other party: an administration, an exchange of e-mails or a contract. Since 2025 the law provides a broadened right of access, allowing a party with a legitimate interest to compel inspection of, or a copy of, specified documents, whether independently or within pending proceedings. To prevent documents from disappearing, this can be combined with an evidentiary attachment that secures the material before it is litigated over. The limit lies in specificity: the documents must be described concretely enough, because an undirected search for incriminating material will not be granted. The art therefore lies in precisely delineating what is requested.
More about the right of access to documents
A debtor does not pay
An invoice stays unpaid and reminders achieve nothing. Where the claim is factually established and the debtor raises no serious defence, a swift, abbreviated route is available; where the claim is substantively disputed, a full procedure is needed in which the matter is assessed on its merits. The biggest question, however, is rarely whether the claim will be awarded, but whether anything will remain to recover. To prevent the debtor from siphoning off assets in the meantime, a prejudgment attachment can be levied in advance on bank accounts, receivables or goods. A judgment without recovery is a paper victory, which is why the attachment and recovery strategy often comes first in practice.
The parties disagree about what was agreed
Not every dispute concerns whether a contract exists; often it concerns what it means. What fell within that clause, and what could the parties reasonably expect of one another? Dutch law does not answer that question from the text alone: what is decisive is the meaning the parties could reasonably attribute to a provision in the given circumstances, the so-called Haviltex standard. Between professional parties with a negotiated contract the literal wording does carry more weight, certainly where an entire-agreement clause has been included. The centre of gravity then shifts to what was recorded in the negotiations and the earlier drafts, because it is precisely those documents that colour what the parties had in mind.
More about contract interpretation
An urgent measure is needed
Sometimes a decision cannot wait for a procedure that takes months: an imminent infringement, an acute payment problem or conduct that must stop at once. For those cases there are interim relief proceedings, in which the court can grant a provisional measure at short notice, sometimes within days. It can impose a prohibition or an order, award an advance on damages, or attach a penalty payment to compliance. What is required is an urgent interest, and the matter must lend itself to a provisional assessment without extensive taking of evidence. Because that assessment is provisional, the court on the merits may later take a different view, and the strategy in interim relief has to be geared to that.
More about preliminary relief proceedings
The bank breached its duty of care
A bank, insurer or other financial institution owes its client a special duty of care: it must warn of the risks of a product, inform in comprehensible terms, and sometimes advise against or even refuse a transaction. That duty reaches further the more complex and risky the product and the less expert the client, and in the case law it has crystallised above all around interest rate derivatives, investment products and credit relationships. A party alleging a breach usually runs up against the question of causation: would the client, given a correct and timely warning, really have acted differently? It is on that point, and on the client's own responsibility, that liability is usually decided.
More about the bank's duty of care
A business is sued in a collective action
Where many parties suffer loss from the same event, that loss can be bundled into a single collective action instead of thousands of separate proceedings. Under the WAMCA (the Dutch Collective Redress Act) a representative organisation can act on behalf of the injured parties and also claim collective damages, which considerably raises the stakes for the business sued. The first and often decisive battle is not about the merits, but about admissibility: the organisation must be sufficiently representative, its governance and funding must meet strict safeguards, and the matter must lend itself to bundling. If the claimant stumbles there, the court never even reaches the substantive assessment.