Article 7:921 Dutch Civil Code, Book 7

Paragraph 1

If the franchisor intends, using a provision included in the franchise agreement, to implement a change in the franchise formula, or intends to have a derived formula exploited, directly or through third parties, without amending the franchise agreement for that purpose, and the franchisor, with a view to this intention:

1. requires an investment from the franchisee;

2. introduces, or amends to the detriment of the franchisee, an obligation of the franchisee to pay a fee, mark-up or other financial contribution, other than the investment referred to in subparagraph (a);

3. requires the franchisee to bear other kinds of costs; or

4. can reasonably foresee that implementation of the intention will lead to a loss of turnover of the franchisee's business, and this investment, fee, mark-up or other financial contribution or expected loss of turnover exceeds a level specified in the franchise agreement;

   the franchisor requires the prior consent to the implementation of the intention concerned of:

   1. a majority of the franchisees established in the Netherlands with whom the franchisor has concluded a franchise agreement concerning the franchise formula; or

   2. each of the franchisees established in the Netherlands that is affected by the franchisor's intention in the manner referred to in subparagraph (a), (b), (c) or (d).

Paragraph 2

If the franchise agreement does not specify the level referred to in paragraph 1, the prior consent referred to in paragraph 1 is always required, regardless of the size of the investment required, the financial contribution, the costs or the loss of turnover referred to in paragraph 1(a), (b), (c) and (d) respectively.