Non Performance Termination Letter Template for England and Wales

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Key Requirements PROMPT example:

Non Performance Termination Letter

"I need a Non Performance Termination Letter to end our software development contract with TechCorp Ltd due to repeated missed deliverables and quality issues, with termination to take effect from March 15, 2025."

Document background
The Non Performance Termination Letter is a crucial document used when one party needs to formally end a contractual relationship due to the other party's failure to meet their obligations. Under English and Welsh law, this document must clearly identify the relevant contract, specify the breaches, reference applicable termination clauses, and state the effective termination date. It serves as both a legal record and formal notice, potentially forming part of subsequent legal proceedings if disputes arise. The letter should be drafted carefully to ensure compliance with both the original contract terms and relevant legislation.
Suggested Sections

1. Date and Address Block: Current date and full recipient details including address

2. Contract Reference: Clear identification of the contract being terminated including date and parties

3. Statement of Termination: Clear statement of intention to terminate the contract

4. Grounds for Termination: Detailed description of the non-performance issues that justify termination

5. Legal Basis: Reference to relevant contract clauses and/or legal principles supporting termination

6. Effective Date: Clear statement of when the termination takes effect

7. Next Steps: Information about what actions are required from both parties

8. Signature Block: Formal closing and signature section

Optional Sections

1. Previous Correspondence: Reference to prior warnings or notices regarding the non-performance

2. Remedy Period: Details of any cure period if provided for in the original contract

3. Outstanding Payments: Details of any outstanding payments or financial reconciliation required

4. Post-Termination Obligations: Overview of any continuing obligations that survive termination

5. Dispute Resolution: Reference to dispute resolution procedures if applicable

Suggested Schedules

1. Schedule of Breaches: Detailed list of specific instances of non-performance with dates and details

2. Evidence Pack: Copies of relevant documentation proving the non-performance

3. Previous Notices: Copies of any previous warning notices or relevant correspondence

4. Contract Extract: Relevant sections of the original contract regarding termination rights and procedures

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant Industries
Relevant Teams
Relevant Roles
Industries

Contracts (Rights of Third Parties) Act 1999: Governs how third parties may enforce terms of a contract and their rights, which may be relevant if the termination affects any third-party beneficiaries

Unfair Contract Terms Act 1977: Regulates unfair terms in contracts, particularly regarding exclusion and limitation clauses that might affect termination rights

Consumer Rights Act 2015: Relevant if the contract involves consumers (B2C), providing additional protections and requirements for termination

Breach of Contract Principles: Common law principles governing what constitutes a breach and the consequences thereof

Repudiatory Breach Doctrine: Common law principle defining when a breach is serious enough to justify immediate contract termination

Reasonable Notice Principles: Common law requirements for providing adequate notice of termination

Mitigation of Loss: Legal requirement for the innocent party to take reasonable steps to minimize their losses following termination

Employment Rights Act 1996: Relevant if the termination involves employment contracts, providing specific requirements and protections

Companies Act 2006: Relevant when dealing with corporate entities, governing aspects of company law that might affect termination

Limitation Act 1980: Sets statutory time limits for bringing claims relating to contract breaches and termination

Notice Period Requirements: Contractual and legal requirements for the duration and form of termination notices

Conditions Precedent: Any pre-conditions that must be met before termination can be valid

Termination Clauses: Specific contractual provisions governing the right to terminate and the process to be followed

Notice Service Requirements: Specific requirements for how termination notices must be served to be legally effective

Dispute Resolution Procedures: Any mandatory dispute resolution processes that must be followed before or during termination

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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