Drafting termination notices—contract breach
Drafting termination notices—contract breach

The following Dispute Resolution guidance note provides comprehensive and up to date legal information covering:

  • Drafting termination notices—contract breach
  • The importance of ensuring your termination notice is valid
  • Termination notice precedents—no antecedent breach notice
  • Termination notice precedents—where breach notice previously served
  • Termination notice precedent—no breach
  • Terminating contracts and offer to settle precedent letters
  • Terminating contracts—should you terminate for breach?
  • Terminating a contract—should you offer to settle your claim?
  • Termination and making 'without prejudice save as to costs' (Calderbank) and 'subject to contract' offers
  • Termination and making a Part 36 offer to settle?

This Practice Note provides guidance on how to draft a termination notice and an accompanying without prejudice offer letter to settle any claim arising out of the termination and also sets out the methodology behind the drafting of our bespoke termination precedents. For guidance on using our related bespoke notice of breach precedents, see Practice Note: Drafting notices of breach.

We have produced a number of bespoke precedents to be used where there has been a breach of contract and the innocent party has served a notice of breach, there has been no remedy of the breach and the innocent party now wishes to terminate the agreement.

For general guidance on terminating contracts for breach, see Practice Notes: Termination for breach of contract and How to terminate an agreement.

In understanding the methodology of these precedents, we have:

  1. based the precedents on breach of a basic written commercial agreement, such as an agreement for the supply of goods or services

  2. distinguished between scenarios where:

    1. the breach is for non-payment

    2. the breach is some other kind of breach

    3. there is a right to terminate on notice for non-breach

  3. distinguished between scenarios where:

    1. there has been an antecedent breach notice served on the defaulting party (by which the defaulting party was permitted time to remedy the breach, but has failed to do so)

    2. there has been