You might be wondering…

• “If I have furniture made to measure, is it still a purchase, or already a contract for work?”

• “Does it depend on who supplies the material?”

• “Do my rights regarding defects change depending on whether it’s a purchase contract or a contract for work?”

Clients often ask me…

• “I’m ordering promotional items with a company logo – is that a purchase or work contract?”

• “If I supply the material, is it automatically a contract for work?”

• “How do I know what to write in the contract so it holds up in court?”

Legal framework and the boundary (Civil Code, Section 2086)

The Civil Code is clear:

• Purchase contract: if the contract concerns delivery of a thing to be manufactured and the buyer does not supply a substantial part of the material.

• Contract for work: if the buyer supplies a substantial part of the material or if the work activity prevails over delivery of the item.

👉 The key is to determine whether the dominant element is delivery of a thing (purchase) or performance of an activity (work contract).

Major risks and mistakes

• Incorrect label – calling a contract “purchase” does not make it one. The court will look at the content, not the name.

• Misunderstanding in defects – the rules for liability for defects differ between a purchase and a contract for work.

• Unclear material provision – if it is not clear who supplies what, the contract may be vague or even invalid.

Step-by-step approach

1. Identify who supplies the material – if the supplier provides most of it, it is usually a purchase contract.

2. Assess the nature of the performance – is it mainly about making and delivering a thing, or about performing work?

3. Draft precise specifications – the more unique the product, the more likely it is a contract for work.

4. Consider liability rules – different provisions apply for defects: Section 2099 et seq. for purchase, Section 2595 et seq. for work.

5. Consult a lawyer – a minor detail can decide how the contract will be legally classified.

Real-life examples

• Standard delivery of windows from a catalog → purchase contract.

• Windows made to measure with supplier’s material → still purchase contract.

• Customer provides an antique frame and the supplier fits new glass → contract for work (customer supplies essential material).

• Designing a marketing campaign → contract for work (dominant element is activity).

Why free templates aren’t enough

Free templates often mix elements of both types. The result? Missing clauses on delivery, liability, or price. This can lead to invalidity or disputes.

Lawyer’s recommendation

If you’re unsure whether your contract is a purchase or work contract, don’t rely on the name but on the substance. It’s better to have it reviewed than to fight over it in court.

Checklist:

• Is it clear who supplies the material?

• Does delivery of a thing or performance of work prevail?

• Is the contract drafted to reflect reality?

FAQ

If someone makes a thing to measure, is it always a contract for work?
No. If the supplier provides the material and it’s primarily about delivery of a thing, it can still be a purchase contract.

Why does it matter?
Because liability for defects and rights during claims are assessed differently.

Can a contract contain elements of both?
Yes, but the dominant element will decide its legal classification.