Is walking away from a negotiation risk-free? While contractual freedom remains a cornerstone of private law, it now comes with clearly defined limits, especially when negotiations are terminated improperly. With the entry into force of Book 5 of the new Belgian Civil Code, articles 5.14 to 5.17 codify decades of case law and academic debate, reshaping how businesses must approach pre-contractual discussions.
This legal shift has real-world consequences: advanced negotiations, legitimate expectations, even informal communications can now trigger liability. Financial risks range from reimbursing due diligence costs to multi-million euro claims for lost opportunities.
Practical tips includes :
- Use clear preliminary agreements
- Include exit clauses
- Actively manage expectations
- A Integrate negotiation risks into your strategy
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