Types of Termination Clauses in a Contract

Termination for Breach or Non-performance

If either party commits a breach of its obligations under this agreement, the other party may terminate this agreement by giving the breaching party at least [number, e.g., ten (10)] days’ prior notice, except that any such notice will not result in termination if the breaching party cures that breach before the [number, e.g., ten (10)] day period elapses.
A breach of this agreement includes, but is not limited to, the following: customer’s failure to pay any amount hereunder which is more than [number, e.g. thirty (30)] days past due, vendor’s failure to timely deliver any goods or services, vendor’s failure to repair or replace any defective item within [number, e.g., 10] of notice from customer, [insert any other applicable events of default]. (2) Either party may terminate this Agreement at any time in the event of a breach by the other party that remains uncured after: (i) in the event of a monetary breach, [number, e.g., ten (10)] calendar days following written notice thereof; and (ii) in the event of a non-monetary breach, [number, e.g., thirty (30)] days following written notice thereof. Such termination shall be effective immediately and automatically upon the expiration of the applicable notice period, without further notice or action by either Party. Termination shall be in addition to any other remedies that may be available to the non-breaching party.

 

Termination on Change of Control

In the event that, at any time during the Executive’s employment under this Agreement, the Company experiences a Change of Control (as hereinafter defined) and, within either [number, e.g., six (6)] months before the Change of Control or [number, e.g., six (6)] months after the Change of Control, Executive’s employment is terminated without Cause, then, provided that Executive shall have executed a release in the form and substance acceptable to the Company, and subject to the other terms and conditions contained in this Agreement, the Executive shall be entitled to receive the severance benefits described above in Section [insert applicable section #] above. For purposes of this Agreement, a “Change of Control” shall mean, and be deemed to have occurred upon: (i) a sale or transfer of substantially all of the issues of the Company in any transaction or series of related transactions (other than sales in the ordinary course of business); (ii) any merger, consolidation or reorganization to which the Company is a party, except for merger, consolidation or reorganization in which the Company is the surviving corporation and, after giving effect to such merger, consolidation or reorganization, the holders of the Company’s outstanding Common Stock (on a fully-diluted basis) immediately prior to the merger, consolidations or reorganization, capital stock holding a majority of the voting power of the Company; (iii) any sale or series of sales of shares of the Company’s capital stock by the holders thereof which results in any person or group of affiliated persons owning capital stock holding a majority of the voting power of the Company; or (iv) any circumstance by which the persons who constitute the Company’s Board of Directors as of the date hereof cease for any reason to constitute a majority of the directors of the Company.

 

Termination At Will

The employees of the Company are at-will employees. This means that the employment relationship is for no fixed period and is terminable at will at any time by either party. You and the Company are free to end the employment relationship at any time with, or without, reason and with, or without, notice. Also, please understand that your at-will employment status may only be modified in writing by the Chief Executive Officer and signed by both parties and no other management official may verbally or otherwise modify or make any assurance or promise of continued employment.

Termination at Convenience

This entitles either Party to terminate this agreement for any reason or no reason at all by giving the Vendor at least [number, e.g., 30] days’ prior notice. Either party to this Agreement shall have the absolute right at any time to terminate this Agreement by giving at least [number, e.g., sixty (60)] days advance written notice.