Notice of Non-Renewal Template – Free Download 2026

NOTICE OF NON-RENEWAL is hereby given by [Notifying Party's Full Name or Entity Name] ("Notifying Party") to [Receiving Party's Full Name or Entity Name] ("Receiving Party") with respect to that certain [Agreement / Lease / Contract / License] entered into as of [____________] by and between the parties (together with all amendments and addenda thereto, the "Agreement"). The Agreement is scheduled to expire on [____________] (the "Expiration Date") unless renewed pursuant to Section [____] of the Agreement.

This Notice is provided in accordance with Section [____] of the Agreement, which requires written notice of non-renewal to be delivered no later than [____] days prior to the Expiration Date. This Notice is timely, as it is delivered on [____________], which is [____] days prior to the Expiration Date. Notifying Party has elected not to renew or extend the Agreement beyond the Expiration Date for the following reasons: [state reasons, or omit if not required]. This Notice constitutes the sole and complete notice of non-renewal and supersedes any prior oral or written communications regarding the renewal or extension of the Agreement.

Notifying Party hereby notifies Receiving Party that the Agreement WILL NOT BE RENEWED and will expire by its own terms on the Expiration Date. Notifying Party does not intend to negotiate a new agreement, extension, or amendment on the same or substantially similar terms absent a mutual written agreement executed by authorized representatives of both parties prior to the Expiration Date. Any renewal or extension of the Agreement shall require a new written instrument signed by both parties and shall not be implied from either party's course of conduct or continued performance following the Expiration Date.

Notifying Party expressly reserves all rights, claims, and remedies arising under the Agreement, at law, and in equity with respect to events occurring prior to or on the Expiration Date. The giving of this Notice shall not constitute a waiver of any breach, default, or obligation of Receiving Party under the Agreement. All disputes, claims, and counterclaims of the parties that accrued prior to the Expiration Date shall survive termination of the Agreement and shall remain subject to the dispute resolution provisions of the Agreement.

Upon expiration of the Agreement on the Expiration Date, Receiving Party shall: (a) [vacate the Premises and deliver possession to Notifying Party in the condition required by the Agreement, subject to ordinary wear and tear, by no later than [____________] at [____] a.m./p.m. / cease use of the [license / trademark / confidential information / other subject matter of Agreement]; (b) return all property, equipment, materials, and confidential information belonging to Notifying Party; (c) pay all amounts due and outstanding under the Agreement as of the Expiration Date, including [rent / fees / royalties / other obligations]; and (d) execute all documents reasonably necessary to confirm the expiration of the Agreement and the cessation of Receiving Party's rights thereunder.

Any holdover or continued use of [the Premises / licensed property / subject matter of the Agreement] by Receiving Party after the Expiration Date without Notifying Party's express written consent shall constitute a material breach and shall entitle Notifying Party to seek immediate injunctive relief, holdover damages [at a rate of [____]% above the last applicable [rent / fee] rate], and all other remedies available at law and in equity. Notifying Party's acceptance of any payment following the Expiration Date shall not be construed as consent to a holdover or renewal of the Agreement unless expressly stated in a signed writing.