Glossary
Cure period
A cure periodA cure period is a window, after notice of breach, in which the defaulting party may put the breach right before termination for cause can follow. It is a contractual device, not an automatic common-law right. Serious or irremediable breaches are often carved out. Write how notice is served and when the clock starts.More in the glossary is a window, after notice of breach, in which the defaulting party may put the breach right before termination for causeTermination for cause is ending the contract because of a defined breach, insolvency or similar default, rather than for convenience. It usually needs a notice that names the breach, and often a cure period. It is not the same as accepting a repudiatory breach at common law. Say what is owed: work done, a kill fee, or nothing.More in the glossary can follow. It is a contractual device, not an automatic common-law right. Serious or irremediable breaches are often carved out. Write how notice is served and when the clock starts.
Last updated 28 October 2026
Most freelance papers say: material breachA material breach is a serious failure to do what the contract requires, not a minor slip. In England and Wales the phrase is usually a contractual label: the termination clause says a material breach that is not cured in a set time lets the other side end the deal.More in the glossary, written notice, fourteen days to fix, then termination for cause. Late payment, a missed milestoneA milestone is a defined point in a project, often tied to a deliverable and a payment.More in the glossary, a missing warranty certificate — those can be cured. Passing the files to a competitor, or a repudiatory breach already accepted, usually cannot. The common law does not give you a free fortnight; the clause does.
We put the cure period next to the termination clause and the notices clause so the clock has a start time. Lex will draft a notice that names the breach and the date it must be fixed by. A vague “you are in breach” email is how the period never starts.
How long should a cure period be?
Fourteen days is the usual commercial middle. Seven is tight on a design job; thirty is generous on a retainerA retainer is an arrangement where a client pays a regular fee to secure a set amount of time or ongoing access to a supplier.More in the glossary. Payment defaults are often shorter than delivery defaults. Match the period to the breach you actually care about, not to a number copied from a software licenceA licence is permission to use work in an agreed way, without taking ownership away from the person who made it.More in the glossary.
Does a cure period apply to every breach?
Only if the clause says so. Carve out insolvency, repudiatory breach, confidentialityConfidentiality is a promise to keep shared information private and to use it only for the agreed purpose.More in the glossary leaks and IP theft if those should let you walk at once. A material breach that cannot be undone — the film already posted — should not get a cosmetic fourteen days.
What if the breach cannot be cured?
Say that failure to cure, or a breach that is not reasonably curable, lets the innocent party terminate. Do not force a photographer to “cure” a leaked gallery. The notice can still demand steps that reduce ongoing harm, even if the original act cannot be reversed.
When does the clock start?
When a valid notice is deemed served under the notice period / notices clause. Email at 23:00 on a Friday is the usual fight. Define business days, the address, and whether a notice sent to the Accounts inbox counts. Mannai [1997] AC 749 is about how a notice is read, not about inventing extra days.
A worked example
A retainer says the studio may terminate for material breach if the breach is not cured within 14 days of written notice. The client is 21 days late on a monthly fee. The studio sends a notice that names the invoice, the amount, and 14 days from deemed service. The client pays on day 10. The paper continues. If the client had posted the confidential cut publicly, the clause carves that out and the studio can terminate at once.
How it shows up in a contract
Sample wording · our own drafting
If a party commits a material breach of this agreement, the other party may give written notice specifying the breach and requiring it to be remedied within 14 days of deemed service. If the breach is not remedied in that period, or is not reasonably capable of remedy, the notifying party may terminate with immediate effect. This clause does not apply to a breach of confidentiality or to a repudiatory breach already accepted.
In Plain English
If one side commits a serious breach, the other can write, name it, and give 14 days to fix it. If it is not fixed, or cannot be fixed, they can end the contract at once. Leaking secrets, or a breach they have already accepted as fatal, does not get the 14 days.
Common mistakes
- Sending “you’re in breach” without naming what must be fixed and by when.
- Giving a cure period for a leak or a published film that cannot be undone.
- Starting the clock from the date on the letter, not from deemed service.
- Forgetting that common law repudiatory breach does not, by itself, include a cure period.
Frequently asked questions
What is a cure period?
A contractual window, after notice of breach, in which the defaulting party may put the breach right before termination for cause.
How long should a cure period be?
Fourteen days is the usual commercial middle. Payment defaults are often shorter. Match the period to the breach.
Does a cure period apply to every breach?
Only if the clause says so. Carve out insolvency, confidentiality leaks and breaches that cannot be undone. See /glossary/termination-for-cause.
What if the breach cannot be cured?
Say that an irremediable breach lets the innocent party terminate without waiting. Do not force a cosmetic countdown.
Related
Related clauses and templates
The legal wording governsLast reviewed 28 October 2026Pending lawyer review