How long is a reasonable acceptance deadline?

That depends on the work — it must allow the customer a genuine inspection. For manageable services, one to two weeks is usual; for extensive works, correspondingly longer. Always state a specific date rather than a vague wording.

My client is a business — do I need the text-form notice?

No. The additional notice under § 640 Abs. 2 Satz 2 BGB is only necessary if the customer is a consumer. For businesses, setting the deadline itself suffices — you should still document it in writing.

The client has named a defect. Does that end the deemed acceptance?

Deemed acceptance then does not apply. But that does not mean the refusal is justified: under § 640 Abs. 1 Satz 2 BGB, acceptance may not be refused because of immaterial defects. Respond to each complaint individually.

May the client withhold the entire invoice?

As a rule, no. § 641 Abs. 3 BGB limits the right of retention to twice the costs required to remedy the defects. Any amount above that remains payable — calculate it explicitly.

Freelancers · Acceptance refused

Acceptance refused, fee unpaid — use deemed acceptance under § 640 Abs. 2 BGB

Everything delivered, the client is silent — and without acceptance your fee does not fall due. There is a procedure against this.

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Deadline at a glance

Set a reasonable deadline

§ 640 Abs. 2 BGB

Deemed acceptance (Abnahmefiktion) only takes effect once, after completion, you have set a reasonable deadline for acceptance and the customer does not refuse acceptance by naming at least one defect. For consumer customers, additionally only with a notice of this consequence in text form.

It is an AI, not a person: nobody looks at your individual case, and we do not know who signs up or for what reason. That is why we give pointers, but no legal advice on the individual case. Guidelines and playbooks in the platform are only guardrails: the AI relies on the available sources and your information. AI can make mistakes — check important results, and if in doubt, ask a lawyer.

Typical risks in this scenario

What we pay special attention to

Curated from real cases. The AI review flags exactly these points in your document.

Acceptance (Abnahme) is refused because of insignificant defects — § 640 Abs. 1 Satz 2 BGB does not allow this.
Refusal without naming any defect at all: this is exactly what the deemed acceptance under § 640 Abs. 2 BGB targets.
With consumer clients, the notice in text form is missing — the deadline you set then has no effect.
The client is already using the work productively but refuses acceptance: a strong indication of implied acceptance.
Withholding the entire remuneration because of a single defect — § 641 Abs. 3 BGB generally limits this to twice the cost of remedying the defect.
A dispute about additional work blocks acceptance, although remuneration for variations and acceptance must be kept legally separate.
No verifiable final invoice — without one, nothing falls due even after acceptance.
If the VOB/B has been agreed, different acceptance and deadline rules apply (§ 12 VOB/B).

What you can do here in 5 minutes

Under a contract for work, the remuneration falls due upon acceptance (Abnahme) (§ 641 Abs. 1 BGB). That is precisely why silence is the most effective delaying tactic. The law has an answer: if you set a reasonable deadline for acceptance and the customer does not name a single defect within it, the work is deemed accepted (§ 640 Abs. 2 BGB). If your client is a consumer, however, this only works with an express notice in text form — the step most often overlooked.

Upload the contract, the notice of completion and the notice of defects — our AI tools assess for each defect whether it legally justifies the refusal, draft the request for acceptance with a deadline, and calculate the remaining amount that cannot be withheld.

How it works

Results in three steps

Upload your documents

Contract, notice of completion, the client's notice of defects.

Defect assessment

For each complaint: does it justify the refusal — or is it immaterial?

Set an acceptance deadline

Request with a date, for consumers together with a notice in text form.

What you get

Upload your documents – Contract, notice of completion, the client's notice of defects.
Defect assessment – For each complaint: does it justify the refusal — or is it immaterial?
Set an acceptance deadline – Request with a date, for consumers together with a notice in text form.

What it is not

No technical assessment of defects — whether a defect actually exists is determined by an expert.
No binding line between material and immaterial; that is a matter of judgment in the individual case.
No representation in independent evidentiary proceedings or in court.

FAQ

Common questions about this case

Transparency

What the AI checks — and what only a lawyer can decide

An AI is only as good as the question. We show openly where your answer is reliable and where you should speak with a lawyer.

If you intend to sue after the deadline has expired without result, for construction work or where VOB/B has been agreed, and if the unpaid fee endangers your liquidity, you should involve a contract or construction law lawyer.

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