A service agreement (overeenkomst van opdracht, Article 7:400 of the Dutch Civil Code) is the standard contract for freelance assignments in the Netherlands. Below are the mandatory and strongly recommended sections with sample clause texts.
1. Parties
The contractor: [Name], established at [Address], registered with the Kamer van Koophandel under number [KvK number]. The client: [Company name], established at [Address], KvK [KvK number].
Tip: Always use the legal company name, not the trade name. Add the VAT (BTW) number if you are VAT-registered.
2. Description of the assignment
The contractor will carry out the following activities: [concrete description of the project or service]. The deliverable is: [concrete end result].
Tip: The more specific, the better. Vague descriptions may indicate an employment relationship.
3. Term and termination
The assignment starts on [date] and ends on [date], or as soon as the described result has been achieved. Either party may terminate early with [X] weeks' notice.
Tip: A fixed end date makes clear this is a temporary assignment, not employment.
4. Rate and payment terms
The contractor charges €[X] per hour excluding VAT (BTW). Invoices are payable within 30 days of receipt. Late payment incurs 1% interest per month.
Tip: Always state whether the rate is inclusive or exclusive of VAT and whether you use the KOR small business scheme.
5. Independence clause
The contractor performs the assignment independently and at their own discretion. There is no employment contract or relationship of authority. The contractor is free to work for other clients.
Tip: This is the most critical clause for compliance with sham self-employment rules.
6. Liability
The contractor is liable for damage directly resulting from intent or gross negligence, up to the invoiced amount for the relevant assignment.
Tip: Limit your liability and take out professional indemnity insurance.
7. Substitution
The contractor may have the assignment (partly) performed by a third party, provided the client agrees.
Tip: The right to substitute is an additional indicator of independence for the Belastingdienst.
8. Signatures
Agreed on [date], at [place]. Client: [Signature / Name / Position] Contractor: [Signature / Name]
Tip: A digital signature is legally valid in the Netherlands under the EU eIDAS regulation.
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