Jurisdiction(s):
United Kingdom

Related legal acts

Key definition

Breach of contract definition

What does Breach of contract mean? A breach of contract occurs when a party fails to perform a contractual obligation, performs defectively or late, or indicates it will not perform (anticipatory breach). The concept is chiefly developed in case law, though legislation uses it in specific contexts (for example, the Sale of Goods Acts and consumer rights statutes). Consequences depend on seriousness and the contract terms. Breach of a condition or a repudiatory/material breach allows the innocent party to terminate and claim damages for breach of contract; breach of a warranty gives damages only. For innominate terms, termination depends on whether the breach deprives the...

Breach notices in commercial contracts: drafting, service, cure periods and termination rights—guidance and precedents

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Practice notes

Scope of Practice Note

This Practice Note on preparing a notice of breach of contract highlights the principal situations in which serving such a notice may be appropriate and explains the context for our tailored notice of breach precedents. Many commercial agreements contain terms requiring a party in default to receive notice of its breach. Frequently this sits within a termination clause and may be necessary to enable the defaulting party to remedy the failure and/or operate as a preliminary step to issuing a termination notice for breach under a contractual right to terminate.

That said, not every breach of contract creates a right to terminate or necessitates a notice to remedy; some breaches may confine the innocent party to a claim for damages only. In those circumstances, a notice may be issued to inform the defaulting party that the innocent party requires the breach to be remedied, failing which damages will be pursued. For further guidance on remedies for breach of contract, see Practice Notes:

Breach of contract—damages and termination
Contract interpretation—conditions, warranties and intermediate terms

Even where the innocent...

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Web page updated on 21/05/2026

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