Netherlands Commercial Maintenance Obligations

For commercial leases in the Netherlands, maintenance responsibilities are largely defined by contract. Unlike residential leases, there is no implied warranty of habitability — the maintenance division is determined by the lease agreement and applicable General Conditions.

Legal Starting Point

Art. 7:206 BW requires the landlord to remedy defects. However, for commercial leases, this obligation can be contractually modified — which is standard practice via the ROZ General Conditions.

Maintenance Division per ROZ Model

Landlord Responsibilities

The landlord is typically responsible for:

• Structural construction — foundation, load-bearing walls, roof (shell)
• Exterior facades — window frames, windows (exterior)
• Common areas — stairwells, elevators, parking garages
• Structural installations — that form part of the shell
• Structural defects — subsidence, construction faults

Tenant Responsibilities

The tenant is typically responsible for:

• Interior of the premises — walls, floors, ceilings (finishes)
• Tenant installations — installations added by the tenant
• Minor daily maintenance — similar to residential
• Exterior painting — sometimes contractually assigned to tenant
• Interior fit-out — all fixtures and fittings installed by the tenant

Installations (Gray Area)

Responsibility for installations varies by contract:

Triple Net Maintenance

Under a triple net (NNN) lease, almost all maintenance shifts to the tenant:

• All maintenance including structural (excluding shell in many cases)
• Insurance — building insurance

• Taxes — property tax and other levies
• It is essential to clearly define what falls under "shell"

Defects and Repair Procedure

What is a Defect?

In commercial leases, a defect is any condition that prevents the tenant from enjoying the expected use of the premises.

Procedure

1. Written notification — tenant reports the defect to the landlord
2. Assessment — is the defect the landlord's or tenant's responsibility?
3. Repair — the responsible party remedies the defect
4. Dispute — if parties disagree, the court can intervene

Rent Reduction

For serious defects, the tenant can claim rent reduction from the court. Note: the ROZ model often contractually excludes this right, so check the General Conditions.

Handover and Inspection Report

At Lease Start

• Prepare a detailed handover report
• Document the condition of all areas with photographs
• Record the state of installations
• Both parties sign the report

At Lease End

• Compare condition with the handover report from lease start
• Normal wear and tear is the landlord's account
• Excessive wear and damage are charged to the tenant
• The ROZ model typically requires the tenant to return the premises in original condition

Long-Term Maintenance Plan (MJOP)

For commercial property, a long-term maintenance plan is strongly recommended:

• Planning major maintenance over 10–25 years
• Budgeting future costs
• Reserving funds via a maintenance reserve
• Prevents unexpected large expenses

Best Practices for Landlords

1. Define maintenance clearly — specify exactly who maintains what
2. Prepare a handover report — at start and end of lease
3. Create a long-term maintenance plan — plan ahead for major maintenance
4. Verify insurance coverage — who insures what?
5. Monitor property condition — conduct periodic inspections

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