Acceptance of the yacht after sea trials transfers ownership and starts the warranties running. Acceptance signed without reservation does not deprive the buyer of the builder’s warranty against hidden defects, but the claim is time-barred one year after the defect is discovered (Transport Code, article L. 5113-5), and negotiations with the yard suspend nothing. Only court proceedings stop the clock.
A 27-metre yacht is delivered in July 2024 by a Mediterranean yard to a businessman from Nantes, after two days of sea trials and an acceptance protocol with four minor reservations, all cleared in September. In March 2025, at the first haul-out, the insurer’s surveyor finds abnormal osmosis blisters on a composite hull less than a year old and a lamination defect in the floors. The buyer writes to the yard, which sends a technician, offers a partial repair, then asks for a joint survey. The exchanges drag on. In May 2026 the buyer issues proceedings. The yard pleads the time bar: the discovery dates from March 2025, and the claim was brought more than a year later. The court agrees.
This page deals with the end of the yacht construction contract, from the moment the vessel is tested and accepted until the warranties expire: organising sea trials and acceptance, the fate of reservations and apparent defects, the builder’s statutory warranty and its one-year period, how it fits with the contractual warranty, the conformity warranty available to a consumer buyer, product liability for defective equipment, and the regulatory compliance without which the delivered yacht does not sail. It reasons under French law; the two-year Italian period is dealt with on the page on foreign yards.
1. Sea trials and acceptance: what the contract must provide
Under French law, acceptance is the act by which the buyer takes over the ship after trials; it transfers ownership unless otherwise agreed (Transport Code, article L. 5113-3) and starts the contractual warranty periods. The Code says nothing more, and it is for the contract to organise the trials precisely: harbour trials and sea trials, a protocol for measuring performance (speed at a given displacement, range, noise and vibration levels in the cabins, stability), conformity criteria and the consequences of deviations. A half-knot shortfall in speed is not a ground for refusal; in well-drafted contracts it gives rise to a fixed price reduction for each tenth of a knot missing. A stability defect is. Between the two, anything that is not written is argued in court.
The acceptance protocol must record the reservations, with a time limit for clearing them and a proportionate retention, often five to ten per cent of the last instalment, released when they are cleared. The contract must also deal with refusal of acceptance: what entitles the buyer to refuse the ship, the time allowed to the yard to remedy the problem, and the point from which prolonged refusal opens the right to terminate with refund of advance payments, which can be called under the bank guarantee. The practical advice, valid for every yard, is to take on the trials a marine surveyor independent of the yard and the broker, whose report is attached to the protocol. The contract for work in the Civil Code adds a rule that is often forgotten: where the work consists of several parts or is done by measure, it may be checked in parts, and it is deemed checked for all parts paid for if the owner pays the contractor in proportion to the work done (Civil Code, article 1791). A buyer who pays instalments without reservation runs the risk of being told that he checked and accepted the corresponding parts; instalment certificates should therefore state that payment implies no acceptance of the work.
2. Apparent defects and hidden defects: the dividing line
Acceptance signed without reservation deprives the buyer of any claim for apparent defects, which he is deemed to have accepted; that is the very function of acceptance. It does not deprive him of the warranty against hidden defects: the builder is liable for hidden defects of the ship even if acceptance takes place without reservation by the client (Transport Code, article L. 5113-4). The line between apparent and hidden defects is therefore decisive, and it is judged by what a buyer assisted by a surveyor could detect during trials and acceptance. A badly laid deck seam is apparent; a lamination defect under the gelcoat is not. An engine that does not reach its revs on trials is apparent; galvanic corrosion caused by poor electrical insulation is not.
A hidden defect means, by reference to the ordinary law of sale, a defect that makes the thing unfit for its intended use or so reduces that use that the buyer would not have bought it, or would have paid a lower price, had he known of it (Civil Code, article 1641). The buyer may then return the thing and recover the price, or keep it and recover part of the price (article 1644). The seller is liable for hidden defects even if it did not know of them, unless it stipulated that it would give no warranty (article 1643); such an exclusion, allowed between professionals, is ineffective against a professional seller who knew of the defect, and a builder is presumed to know the defects of what it builds. A contract clause limiting the yard’s warranty to remedying defects, excluding any termination and any consequential loss, must therefore be read in the light of that presumption: it protects the yard against ordinary manufacturing defects, not those it could not have been unaware of.
3. One year from discovery: the rule and the decision of 25 September 2024
In the case of a hidden defect, the warranty claim against the builder is time-barred one year after the date of discovery of the hidden defect (Transport Code, article L. 5113-5), and a business that has repaired a ship is liable for hidden defects resulting from its work under the same conditions (article L. 5113-6). This period is half that of the ordinary law of sale, which is two years from discovery (Civil Code, article 1648). The Cour de cassation applies it strictly, and its latest decision fixes both its starting point and its limit.
In that case, a vessel with twin engines had been bought in 2000, the engine cooling circuits had been replaced in 2002 under an engine manufacturer’s programme, the vessel had been resold in 2005 after a survey, and the sub-purchaser suffered an engine failure in 2011 before suing in 2017 the engine manufacturer, its dealer and the surveyor. The court of appeal had declared the claim inadmissible by running the one-year period from the disclosure of the defect to the first owner, in 2002. The decision was quashed: it follows from article L. 5113-5 of the Transport Code, article 2232 of the Civil Code and the Act of 17 June 2008 that a hidden defects claim against the builder must be brought within one year of discovery of the defect by the purchaser, without exceeding the twenty-year long-stop running from the date the right arose (Cass. 1re civ., 25 September 2024, no. 23-15.925, published in the Bulletin). The decision favours the sub-purchaser, whose period runs from his own discovery. It also recalls that the year runs as soon as the buyer knows, and that amicable surveys, emails to the yard and promises of repair do not interrupt it. Only court proceedings, or a court-ordered investigative measure, stop the clock. The rule is harsh. It is the law.
Two practical points. Discovery means knowledge of the defect in its extent and cause, which leaves room for argument where the first symptom does not reveal the structural defect; but a buyer who has received a surveyor’s report identifying the defect can no longer claim ignorance. And a summary application for a court-appointed expert interrupts the period as against the parties summoned, which makes it the reflex step for any buyer who discovers a serious defect: it costs little, preserves rights, and lets negotiations continue under the supervision of an expert appointed by the court.
4. The yard’s contractual warranty: duration, place, transfer
Contracts provide a yard warranty of twelve to twenty-four months from delivery, covering defects in materials and workmanship, excluding wear and tear, third-party equipment covered by its own warranty, and consequential loss. This warranty is in addition to the statutory warranty, not a replacement, and a clause purporting to substitute it for the warranty against hidden defects would be ineffective against a builder who knew of the defect. Three points are negotiated. Duration first: twelve months is short for a yacht spending its first winter in port; eighteen or twenty-four months is the norm among leading yards, and a separate, longer period for structure and watertightness is justified. Place next: the yard wants to repair at its own facility, the buyer wants the yacht repaired where it lies, at the yard’s expense, by an approved yard; the clause must provide for both, depending on the seriousness of the defect, and deal with delivery trip costs. Transfer finally: the warranty must be transferable to a buyer if the yacht is resold during its term, which yard forms exclude and which weighs on the resale price.
Warranties of equipment suppliers, engines, generators, stabilisers, electronics, are usually assigned to the buyer by the yard, which disclaims liability to the same extent. The buyer must obtain the list of these warranties and their conditions, and check that they were activated in his name at delivery; an engine manufacturer’s warranty not registered in time is a lost warranty. The yard must remain liable in any event for defects in the integration and installation of that equipment, which are its own work.
5. The consumer buyer: two years and a presumption
Where the buyer is a natural person acting for purposes outside his professional activity, within the meaning of the preliminary article of the Consumer Code, and the yard is a professional, the statutory conformity warranty is added to the previous warranties. The seller must deliver goods that conform to the contract and to the statutory criteria, and is liable for lack of conformity existing at delivery that appears within two years of it (Consumer Code, article L. 217-3). Defects appearing within twenty-four months of delivery are presumed to have existed at delivery, unless proven otherwise (article L. 217-7). Contracts for the sale of goods to be manufactured or produced are expressly treated as sales contracts for these rules (article L. 217-1), which covers the yacht construction contract. Goods conform if they correspond in particular to the quantity, quality and other characteristics, including durability, functionality and safety, that the consumer can legitimately expect in view of the seller’s public statements, including in advertising (article L. 217-5).
A private individual who orders a fifteen-metre yacht for personal use therefore has, cumulatively, the contractual warranty, the two-year conformity warranty with its presumption, and the builder’s hidden defects warranty of one year from discovery. The presumption of article L. 217-7 reverses the burden of proof, which, for composites and lamination, changes everything: it is for the yard to prove that the defect did not exist at delivery. Whether a fifty-metre yacht held by a family holding company opens the same rights is answered in the negative: a company is not a consumer. The choice of acquisition structure therefore affects the warranties, which tax structuring usually ignores.
6. Defective equipment and product liability
The manufacturer of defective equipment, engine maker, battery or stabiliser manufacturer, can be pursued, independently of any contract, under product liability. The producer is liable for damage caused by a defect in its product, whether or not it has a contract with the victim (Civil Code, article 1245), a product being defective when it does not provide the safety a person is entitled to expect (article 1245-3). The regime covers damage resulting from personal injury and, above a threshold set by decree, damage to property other than the defective product itself (article 1245-1): it concerns the battery fire that destroys the yacht or injures the crew, not the replacement of the battery. The manufacturer of a component and the person who incorporated it are jointly and severally liable (article 1245-7), which makes it possible to reach the integrating yard alongside the equipment supplier.
Clauses excluding or limiting this liability are deemed unwritten, except between professionals for damage to property not used by the victim mainly for private purposes (article 1245-14). The claim is time-barred three years from the date on which the claimant knew or should have known of the damage, the defect and the producer’s identity (article 1245-16), and the producer’s liability is extinguished ten years after the product was put into circulation, unless it was at fault (article 1245-15). This regime does not replace contractual and statutory warranties (article 1245-17); it supplements them for serious casualties, and it offers a longer period than the one year of article L. 5113-5.
7. A yacht delivered but not certifiable does not sail
A pleasure yacht with a hull length between 2.5 and 24 metres falls under Directive 2013/53/EU, which covers recreational craft and partly completed craft (Directive 2013/53/EU, article 2(1)). The manufacturer applies the conformity assessment procedures before placing the craft on the market (article 19(1)), and the craft bears the CE marking; French transposition is provided by Decree no. 2016-763 of 9 June 2016 on placing recreational craft on the market. Where a private individual has a yacht built outside the Union, or where the manufacturer has not assumed responsibility for conformity, the private importer must itself ensure conformity and have the missing technical documentation drawn up (article 12), through post-construction assessment (article 19(2) and article 23), which requires a notified body. Its cost and duration must be known before ordering a yacht of under 24 metres from a Turkish, American or Taiwanese yard.
Above 24 metres of hull length, the Directive no longer applies. The yacht is subject to the general construction rules intended to ensure safety, security, hygiene, health and habitability on board, set by regulation (Transport Code, article L. 5113-1), and, for yachts intended for commercial operation, to the large yacht codes adopted by the registries, as well as the rules of the chosen classification society. The contract must name the classification society, the class notation sought, the intended flag and the applicable code, and provide that delivery is conditional on the issue of class and flag certificates. Before registration, the ship undergoes a safety inspection (article L. 5112-1-12). A yacht delivered “in accordance with the contract” but not certifiable under the intended flag does not sail. It floats.
The firm acts in yacht construction and refit disputes, at acceptance as after delivery, and can immediately start the court-ordered expertise that preserves your rights: contact us.
For a complete picture, our practical guide Building your yacht: a French or a foreign shipyard, which law are you choosing? compares the four national regimes, France, the Netherlands, Germany and Italy, and ends with a comparison table and model clauses; it can be downloaded free of charge. To have your own situation reviewed, contact the firm.
Frequently asked questions
I signed acceptance without reservation: do I still have a claim against the yard?
Yes, for hidden defects. The builder is liable for hidden defects of the ship even if acceptance takes place without reservation by the client (Transport Code, article L. 5113-4). You have, however, accepted apparent defects, those that a buyer assisted by a surveyor could detect on trials. The hidden defects claim is time-barred one year after discovery (article L. 5113-5), a period interrupted only by court proceedings or an application for a court-appointed expert. The yard’s contractual warranty and, for a private buyer, the two-year conformity warranty are in addition to that claim.
Does the one-year period run while the yard is offering repairs?
Yes. The period runs from the purchaser’s discovery of the defect (Cass. 1re civ., 25 September 2024, no. 23-15.925), and neither exchanges with the yard, nor an amicable survey, nor a promise of repair interrupts it. A written and unequivocal acknowledgement of the defect by the yard can interrupt limitation, but it is rare and open to argument. The only safe course is a summary application for a court-appointed expert within the year, which interrupts the period as against the parties summoned and allows negotiations to continue under the supervision of an expert appointed by the court.
Can the yard exclude all warranties in the contract?
Between professionals, it can limit the contractual warranty and stipulate that it gives no warranty against hidden defects (Civil Code, article 1643), but that clause is ineffective where it knew of the defect, and a professional builder is presumed to know the defects of what it builds. As against a consumer, the two-year statutory conformity warranty and its presumption are mandatory (Consumer Code, articles L. 217-3 and L. 217-7). Clauses limiting product liability are deemed unwritten, except between professionals for damage to property not for private use (Civil Code, article 1245-14).
Does my 30-metre yacht need CE marking?
No. Directive 2013/53/EU only covers recreational craft with a hull length between 2.5 and 24 metres (article 2). Above that, the yacht is subject to the construction and safety rules of its flag, set in France by regulation (Transport Code, article L. 5113-1), to the registries’ large yacht codes if it is operated commercially, and to the rules of the chosen classification society. The contract must name these three elements and make delivery conditional on class and flag certificates; a safety inspection precedes registration (article L. 5112-1-12).
What if the performance measured on trials falls short of the contract?
Apply what the contract provides, which assumes it provides something: a measurement protocol, tolerances, a fixed price reduction for minor deviations, a right of refusal for major deviations and a time limit to bring the yacht into conformity. Absent a clause, the buyer has the ordinary remedies for non-performance, from price reduction to termination with damages (Civil Code, article 1217), but he will have to prove the deviation and its seriousness. The report of the independent surveyor on board for the trials is then the decisive document, and reservations must be entered in the acceptance protocol before signing.
On the same subject, the contract: yacht construction contract: ownership of the hull, refund guarantee and shipyard insolvency; disputes with a foreign yard: dispute with a foreign shipyard: governing law, competent court and arbitration; financing: mortgage on a ship under construction since the reform of 1 May 2026.