Work Contracts in Turkish Law
Work contracts, known as eser sözleşmesi in Turkish legal terminology, represent one of the most significant contract types in Turkey’s civil law system. These agreements are comprehensively regulated under Articles 470-486 of the Turkish Code of Obligations (TBK), establishing a robust legal framework for contractor-client relationships across various industries.
Definition and Legal Framework in Turkish Law
Under Article 470 of the Turkish Code of Obligations, a work contract is defined as “an agreement where the contractor undertakes to create a work, and the employer undertakes to pay compensation in return.” This definition encompasses not only the creation of new works but also the modification, repair, maintenance, or demolition of existing structures within the Turkish legal system.
The scope of work contracts in Turkish law extends far beyond simple construction projects. Turkish courts consistently recognize various types of arrangements as work contracts, including custom manufacturing, professional services, and specialized consulting arrangements. This broad interpretation reflects the evolving nature of commercial relationships in modern Turkey.
Types and Examples of Work Contracts in Turkish Practice
Turkish law recognizes several distinct categories of work contracts, each with specific legal implications and requirements.
Custom Manufacturing and Tailoring represents a common form of work contract in Turkey. When you commission a tailor to create a wedding dress according to your measurements and specifications, rather than purchasing a ready-made garment, this constitutes a work contract under Turkish law. Similarly, custom furniture, carpets, and household items fall within this category.
Construction and Real Estate Development comprises the most litigated area of work contracts in Turkish courts. When you engage a contractor to build a structure on your land, whether for a single residence or a multi-story apartment building, this creates a work contract rather than a simple sale agreement. Turkish law specifically distinguishes between purchasing completed real estate (which constitutes a sale contract) and commissioning new construction (which forms a work contract).
Maintenance and Repair Services constitute another significant category within Turkish legal practice. These include painting and renovation work, electrical and plumbing repairs, elevator maintenance, appliance servicing, and vehicle repairs. Turkish courts treat all such arrangements as work contracts, regardless of their scope or duration.
Professional Services and Consulting encompass architectural and engineering design services, feasibility studies and market analysis, expert opinions and technical reports, and specialized consulting arrangements. The Turkish legal system recognizes these intellectual services as legitimate subjects of work contracts.
Event Organization and Service Provision includes venue management, catering services, conference organization, advertising and marketing campaigns, and ongoing facility maintenance. These service-oriented contracts fall squarely within the work contract framework under Turkish law.
Legal Characteristics and Nature Under Turkish Law
Work contracts in Turkish law exhibit several fundamental characteristics that distinguish them from other contractual arrangements. These agreements are bilateral contracts that impose obligations on both parties, with the contractor obligated to create the specified work and the employer obligated to pay the agreed compensation.
Turkish law treats work contracts as consensual agreements that are formed through the mutual and corresponding declarations of will by the parties. The delivery of the completed work relates to the performance process rather than contract formation itself. Unlike some other contractual relationships, work contracts do not create continuous debt relationships. The contractor’s obligation to create and deliver the work is directed toward a specific result rather than ongoing performance.
Essential Elements of Work Contracts in Turkish Legal System
Turkish Code of Obligations establishes two fundamental elements for valid work contracts: the obligation to create a work and the obligation to pay compensation. The contractor’s obligation focuses on achieving a specific result rather than merely performing activities. This distinguishes work contracts from service contracts, where the emphasis lies on the activity itself rather than a predetermined outcome.
The payment obligation in Turkish work contracts does not require predetermined amounts to be valid. Turkish law recognizes work contracts even when parties have not specified exact compensation, provided that payment obligations are understood or reasonably expected based on the circumstances.
Parties to Work Contracts in Turkish Law
Work contracts involve two primary parties under the Turkish legal framework. The contractor (müteahhit or yüklenici) assumes responsibility for creating and delivering the specified work, typically providing both materials and labor to complete the contracted tasks. The employer (iş sahibi or müşteri) commits to purchasing the service and paying the agreed compensation upon completion and delivery.
Turkish law permits both natural and legal persons to serve as parties to work contracts. When one party qualifies as a consumer under Turkish law, additional protections under Law No. 6502 on Consumer Protection may apply, particularly regarding defective services and consumer rights.
Formal Requirements Under Turkish Legal System
Turkish law does not impose mandatory formal requirements for most work contracts, allowing them to be concluded orally, in writing, or through official documentation. However, Turkish legal practitioners strongly recommend written agreements to avoid proof difficulties in case of disputes. Oral contracts, while legally valid, may create significant evidentiary challenges if parties later deny the agreement or its specific terms.
Contractor’s Obligations in Turkish Work Contracts
Article 471 of the Turkish Code of Obligations establishes comprehensive obligations for contractors, emphasizing loyalty, care, and professional standards. Contractors must perform their obligations with due care, considering the employer’s legitimate interests and adhering to professional and technical standards expected from prudent contractors in similar fields.
Direct performance constitutes the general rule in Turkish work contracts, requiring contractors to perform the work personally or under their direct supervision. However, when the contractor’s personal characteristics are not essential to the work’s completion, delegation to third parties may be permissible.
Material and equipment provision typically falls to the contractor unless parties agree otherwise. Turkish law places this responsibility on contractors as part of their comprehensive service obligation, including liability for any defects in materials they provide.
Timely commencement and continuation represent crucial contractor obligations under Turkish law. When contractors fail to begin work on time or delay performance without justification attributable to the employer, Turkish law permits employers to terminate contracts without waiting for the originally scheduled completion date.
Delivery obligation completes the contractor’s performance under Turkish work contracts. Creating the work alone does not fulfill the contractor’s obligations; proper delivery to the employer is essential for complete performance. The employer’s interest in contract performance is realized only upon delivery of the completed work.
General notification duties require contractors to immediately inform employers of any defects in provided materials or locations, or any circumstances that might endanger timely or proper completion. Failure to provide such notification makes contractors liable for resulting damages under Turkish law.
Contractor’s Liability for Defects in Turkish Legal Practice
Turkish law establishes strict liability standards for contractors regarding defective work. Liability arises only after work completion and delivery to the employer, as incomplete work cannot be subject to defect-based liability claims. Defects encompass any absence of promised qualities or essential characteristics that should be present in the completed work.
Turkish legal practice recognizes various defect categories, including material and legal defects, significant and minor defects, and apparent or hidden defects. Each category may trigger different legal consequences and remedies available to employers.
Inspection and notification requirements under Article 474 of the Turkish Code of Obligations mandate that employers examine delivered work as soon as reasonably possible and notify contractors of any discovered defects within appropriate timeframes. This examination process protects both parties’ interests while ensuring prompt resolution of quality issues.
When defects are properly identified and reported, Article 475 provides employers with several remedial options: contract termination when defects render the work unusable or unreasonably burdensome to accept; retention of the work with proportional price reduction; or demanding free repair at the contractor’s expense when repair costs are not excessive.
Turkish law also provides damage compensation rights when contractors are at fault for defects. However, employers cannot simultaneously pursue full damage compensation and contract termination rights. When work is constructed on the employer’s real estate and removal would cause excessive damage, termination rights are not available under Turkish law.
Employer’s Obligations in Turkish Work Contracts
Payment obligation represents the primary duty of employers under Turkish work contracts, as specified in Articles 479-481 of the Turkish Code of Obligations. While payment constitutes the essential obligation, employers also bear various ancillary duties, protective obligations, and procedural requirements that can affect their legal standing.
Payment becomes due upon work delivery under Turkish law, unless parties have agreed to different payment schedules. When work is delivered in installments with corresponding price allocations, each installment’s payment becomes due upon its individual delivery.
When parties have not agreed on specific compensation amounts, Article 481 of the Turkish Code of Obligations requires payment determination based on the work’s value and the contractor’s expenses, ensuring fair compensation even in the absence of predetermined pricing.
Termination of Work Contracts Under Turkish Law
Beyond normal completion through full performance, Turkish law recognizes several termination scenarios for work contracts, as detailed in Articles 482 and following of the Turkish Code of Obligations.
Termination due to cost overruns permits employers to withdraw from contracts when initially estimated costs are excessively exceeded without employer fault. For construction on employer-owned land, employers may request appropriate price reductions or terminate partially completed work while paying fair compensation for completed portions.
Destruction of work or materials before delivery generally relieves contractors from payment claims unless employers are in default regarding acceptance. Turkish law allocates risk based on who provided the destroyed materials, with providers bearing the loss in most circumstances.
Termination with full compensation allows employers to end contracts before completion by paying for completed work and compensating contractors for all damages, providing flexibility when circumstances change.
Impossibility due to employer circumstances entitles contractors to payment for work completed and unreimbursed expenses. When employer fault causes impossibility, contractors may also claim additional damage compensation under Turkish law.
Contractor death or incapacity automatically terminates contracts when personal characteristics were essential to the agreement. Employers must accept and pay for any beneficial completed portions under such circumstances.
Proof and Evidence in Turkish Work Contract Disputes
Turkish law does not mandate formal documentation for work contracts, but proof requirements follow general civil procedure rules. When parties deny contractual relationships, written evidence or conclusive proof is typically required under Article 200 of the Civil Procedure Code.
Electronic communications and informal documentation can serve as evidence supplements when supported by witness testimony or other corroborating evidence. Turkish courts increasingly recognize email exchanges, text messages, and similar communications as valuable evidence in work contract disputes.
Statute of Limitations in Turkish Work Contract Law
Turkish law establishes specific limitation periods for defect-based claims in work contracts. Actions regarding defective work must be commenced within two years from delivery for movable works, five years for immovable constructions, and twenty years when contractors demonstrate gross negligence, regardless of the work’s nature.
These limitation periods begin running from the delivery date and serve to provide legal certainty while balancing the interests of both contractors and employers in the Turkish legal system.
Jurisdiction and Venue in Turkish Courts
Turkish procedural law provides multiple venue options for work contract disputes. Cases may be filed in the defendant’s residence court under Article 6 of the Civil Procedure Code or in the court where work was performed under Article 10. Parties may also contractually designate specific courts as competent for their disputes.
Jurisdiction typically belongs to Civil Courts of First Instance, though specific circumstances may require different courts. When both parties qualify as merchants under Turkish commercial law, Commercial Courts of First Instance assume jurisdiction over contractual disputes.
The comprehensive framework governing work contracts in Turkish law reflects the system’s commitment to balancing contractor and employer interests while providing clear legal standards for complex commercial relationships. Understanding these principles is essential for anyone engaged in construction, manufacturing, or service provision within the Turkish legal system.
About Soylu Law Firm
Soylu Law Firm provides comprehensive legal services with particular expertise in international documentation and cross-border transactions. Our practice focuses on assisting foreign clients navigate Turkish legal requirements, managing complex apostille procedures, and facilitating seamless international document processing.
We specialize in contract law, corporate matters, and legal consultancy for multinational businesses operating in Turkey.
Our team is well-versed in handling international legal documentation and providing strategic guidance to clients from diverse jurisdictions seeking reliable legal support in Turkish law matters.
For more assistance or consultation on this matter, you can contact us.
—
