Legal Notice for Breach of Contract Format

When to use this notice

Use this notice when the other party has not delivered, has delivered defectively, missed deadlines, stopped performance, or otherwise violated the agreed terms. The notice records the breach, demands cure or compensation, and reserves your right to sue for damages or specific performance if the default continues.

Statutory basis

Under the Indian Contract Act, 1872, a party who refuses to perform or disables itself from performing repudiates the contract (Section 39). The aggrieved party is entitled to compensation for loss or damage caused by the breach (Section 73), and to liquidated damages or a stipulated penalty where the contract provides for one (Section 74). Specific performance may be sought under the Specific Relief Act, 1963. Limitation is generally three years under the Limitation Act, 1963.

Replace every [placeholder] with your own details before use.

[ON THE LETTERHEAD OF THE ADVOCATE]

By Registered Post A/D & Email

Date: [DD/MM/YYYY]

To,
[Name of Defaulting Party / Company]
[Complete Address]

Subject: Legal notice for breach of [Agreement Name] dated [DD/MM/YYYY].

Sir/Madam,

Under instructions from my client, [Client Name], of [Client Address], I serve upon you the following notice:

1. That my client and you entered into [Agreement Name] dated [DD/MM/YYYY] for [purpose / scope], under which you were obligated to [state obligation].

2. That in breach of the said agreement, you have failed to [state the specific breach, e.g. deliver goods / complete work / make payment] by the agreed date of [DD/MM/YYYY].

3. That my client has duly performed its obligations and has suffered loss and damage on account of your breach.

I therefore call upon you to [perform the said obligation / rectify the breach / pay damages of Rs. Amount] within fifteen (15) days of receipt of this notice, failing which my client shall be constrained to initiate legal proceedings for specific performance and/or damages under the Indian Contract Act, 1872, together with interest and costs, entirely at your risk and expense.

[Advocate Name]
[Enrolment No. / Contact]

How to send this legal notice

1. Review the contract to identify the exact clause breached and the obligations owed.
2. Document the breach — missed deadlines, defective delivery, non-payment — with dates and evidence.
3. Quantify your loss or the remedy sought (cure, performance, or damages).
4. Draft the notice citing the agreement, the breach, and the Indian Contract Act, with a cure deadline.
5. Serve it on advocate letterhead by Registered Post A/D and email, keeping proof.
6. If the default continues, file a suit for specific performance and/or damages within limitation.

Frequently asked questions