Article 6:159 of the DCC provides that a party may, with the agreement of the other party, transfer its contractual position to a third party by means of an instrument concluded with that third party. All rights and obligations are transferred to the third party, unless otherwise provided with regard to any additional rights or rights already conferred. This means that the new party has in principle exactly the same rights and obligations as the original party. For example, they have the same performance obligations and the same rights of termination and damages for infringement on the part of the other party. Does your company intend to start an operation in the Netherlands for an employee? Or are you an independent/self-employed entrepreneur and want to do business in the Netherlands? This obligation to notify the debtor was unpopular with market participants. In the case of securitization, factoring and financing of receivables from supplies and services that are assigned to a third party, the obligation to notify the debtor`s assignment has often been considered impractical and, above all, economically undesirable. Since that date, an assignment can be carried out effectively only by the execution of a notarial deed or a private deed registered with the Dutch tax and customs authorities. Nevertheless, termination remains a relevant part of the assignment. The debtor is only obliged to pay to the third-party purchaser after a period of time. Termination is the only way to prevent a debtor from legally paying his previous creditor.
Pending receipt of the notice of assignment, the debtor must be granted knowledge for payment to its former creditors. After notification, the debtor cannot legally pay to the purchaser of the claim and be made public by the latter. The procedure for the transfer of receivables or assignment of receivables was amended on 1 October 2004. The requirement to terminate a debtor for an assignment completed in law has been partially abolished. Partly because only rights that already exist at the time of the transfer of ownership or that are acquired directly from a legal relationship existing on that date fall within the scope of the revised procedure. Article 3:94(1) of the Dutch Civil Code provides that an appeal decision is to be taken by means of a document and subsequent notification to the debtor (or to the person against whom the right may be exercised). Either the zest or the zsionist can resign. In this case, the assignment is completed only after termination by the debtor. Contracts for which a transfer will not be possible can be summarised as follows: after the assignment, the assignee acquires all rights that are beside the requirement (Article 6:142 of the Dutch Civil Code).
Practical alternatives have been implemented to address the objections of market participants. For example, for securitized securitizations, the debtor`s obligation to terminate was deferred. This most often occurred in connection with consignee agreements to set off the transfer of ownership and, therefore, the entire assignment, which had not been definitively concluded until the termination to the debtor had taken place. An obvious risk was that termination might come too late, for example after the debtor in question had already been declared insolvent. . . .