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Draft a termination for convenience clause
Describe the contract and your side, and get a clause that lets a party leave without cause, with notice, payment for work done and an orderly wind-down.
River drafts a termination for convenience clause: the right to end a contract without having to prove the other side did anything wrong. Describe the contract and which side you are on, and River writes the notice period, what is owed for work already done, how prepaid fees and committed costs are handled, and what happens during the wind-down.
The right to leave is easy to write; the consequences are where disputes start. A provider who has hired staff or bought equipment for the contract needs those costs covered. A customer who prepaid for a year needs to know what comes back. River writes both sides of the exit so nobody has to argue about it later.
In commercial contracts this right exists only if the contract grants it. Government contracts are different: federal procurement contracts include standard termination for convenience clauses with their own settlement rules, so River flags those rather than drafting from scratch.
What a good exit clause covers
Notice comes first. Thirty to ninety days is common, longer for contracts where the provider has invested heavily. The clause should say how notice is given and when termination takes effect, and whether either party or only one of them has the right.
Then the money. The customer usually pays for work performed up to the termination date, plus costs the provider cannot cancel, such as non-refundable purchases made for the contract. Some contracts add an early termination fee that declines over time. Prepaid fees for the unused period are usually refunded unless the contract says otherwise.
Finally, the wind-down. Say what the provider delivers on exit, such as work in progress, data and transition help, and at what rates. List the clauses that survive termination, such as confidentiality, payment and liability limits, so ending the contract does not end those protections.
How it works
Describe the contract
What it covers, how it is paid, and who wants the right to leave.
River drafts the clause
Notice, payment, refunds and wind-down written for your side.
Read the reasoning
A short note explains each choice and what the other side may ask for.
Adjust in chat
Ask for a declining exit fee, a longer notice period, or the other side's version.
What you get
- A notice period sized to the contract and how much each side has invested
- Payment for work done and non-cancellable costs, so the provider is not left out of pocket
- Refunds of prepaid fees and any early termination fee, stated as clear formulas
- Transition help, data return and delivery of work in progress on exit
- A survival list so confidentiality, payment and liability terms outlast the contract
Common questions
Is termination for convenience fair to the provider?
It can be, if the clause pays for what the provider has already done and committed. Notice, payment for work performed, reimbursement of non-cancellable costs, and sometimes an early exit fee make the right workable for both sides. Without them, the provider carries the risk of a sudden exit alone.
Should both sides have the right?
Often only the customer has it, especially in services contracts, because the provider has planned staffing around the work. A mutual right with a long notice period suits ongoing relationships where either side may want out. River writes the version that fits your side and explains the trade-off.
What notice period is typical?
Thirty days is common for small monthly services, sixty to ninety days for larger or specialized work, and longer where the provider has made major investments. The notice period should give the provider time to redeploy people and the customer time to find a replacement.
Can an unlimited right to walk away cause problems?
Occasionally. If one party can leave at any moment with no notice and no cost, the other side may argue its promises were illusory. Adding a notice period and payment for work done answers that argument and makes the clause fairer in practice.
Is this legal advice?
No. River drafts the clause and explains it, but it does not give legal advice. For government contracts, long-term supply deals, or contracts where large investments ride on the term, have a lawyer review the exit terms.
Draft a termination for convenience clause
Describe what you need, add any files you have, and your workspace opens with the work already underway.