THE BOTTOM LINE
- Incomplete settlements create new obligations. Failing to fully clear out goods after terminating a storage agreement can implicitly create a new contract, making you liable for ongoing fees.
- Courts will impose a “reasonable price” if you don’t agree. A business cannot unilaterally impose a significantly higher rate after a dispute. If parties can’t agree on a new price, a court will likely establish a “reasonable” fee, often based on the prior commercial relationship.
- The right to retain goods is powerful, even in a dispute. A supplier can legally hold onto a client’s property (a right of retention) for non-payment, even if the exact amount is disputed, particularly if the client makes no effort to pay a reasonable portion of the owed fees.
THE DETAILS
This case began with a standard commercial arrangement: a company storing its inventory with a logistics provider. After a dispute over fees arose, the parties reached a settlement. The client agreed to pay a lump sum of €2,250 and retrieve all its goods by a specific date. While the payment was made, the client failed to collect all of its property, leaving behind approximately 30 cubic meters of goods. The court found that this failure to complete the “exit” effectively terminated the old agreement but simultaneously created a new, implied contract for the remaining items. This simple oversight put the client back on the hook for storage fees, but under what terms?
The core of the legal battle was the price. The storage provider attempted to capitalize on the situation by imposing a new, much higher daily rate, which the client had never agreed to. The District Court of Midden-Nederland firmly rejected this unilateral price hike. Citing Dutch contract law, the judge ruled that when parties to a service agreement fail to determine a price, a “customary” or, failing that, a “reasonable” fee is owed. The court looked at the original contract’s rate (€7.50 per cubic meter per month) and applied it to the new situation, deeming it the reasonable benchmark. This decision nullified the provider’s inflated invoices and drastically reduced the client’s liability.
Finally, the ruling provided crucial clarity on two other business practices. First, it upheld the storage provider’s right of retention—its refusal to release the remaining goods until payment was received. Although the final amount owed was far less than what the provider claimed, the court noted the client had paid nothing at all for the new storage period. This validated the provider’s right to hold the goods as leverage. Conversely, the provider’s claim for additional damages—costs for allegedly renting external space for another customer—was dismissed entirely. The provider failed to submit any evidence, such as invoices or contracts, to prove these costs were actually incurred, reinforcing the fundamental principle that claims for damages require concrete proof.
SOURCE
Source: Rechtbank Midden-Nederland
