Notice of termination of contract for breach

by Practical Law Commercial

A standard document in letter format for use when a party wishes to terminate a commercial contract due to a breach. The notice can be adapted to exercise termination rights under a specific clause in the agreement, at common law for repudiatory breach, or both. This standard document provides a framework for clearly communicating the grounds for termination and addresses the critical decision of whether to exercise contractual and common law rights concurrently or in the alternative. It highlights the significant risks involved, including the potential for a wrongful termination to be treated as a repudiation by the terminating party. The drafting notes explore key practical considerations, such as the risk of losing termination rights through delay or affirmation, the importance of complying with contractual notice provisions, and the process for preserving the right to claim damages. The letter also reminds the recipient of post-termination obligations and the survival of certain clauses.