News & Insights

Take notice of Notice Clauses!

Commercial agreements and tenancy agreements often contain provisions requiring one party to serve notice on the other.

Such agreements often include provisions stipulating the manner in which such notices are to be served, timescales for service and when such notices are deemed to have been served.

Notice clauses are often found towards the end of the agreement and are sometimes overlooked by the parties.

It is imperative however that due regard is paid to these provisions at the time of service of notices or other specified communications.

Failure to comply with such provisions can raise questions as to the validity of the notice, and in some instances can render the notice void.

This could have serious consequences for the party serving the notice – for example, a tenant who fails to comply with the provisions of the lease when serving a Break Notice will find the effectiveness of the exercise of break vulnerable to challenge.

It should be borne in mind that even if the document itself does not include specific provisions stipulating the manner of service, statutory provisions may apply.

Parties to commercial or tenancy agreements should in particular consider whether any of the following statutory provisions apply in this respect:

  • Sections 1139 and 1046 of the Companies Act 2006;
  • Section 196 of the Law of Property Act 1925;
  • Section 23 of the Landlord and Tenant Act 1927.

It is always prudent to record the date and method of service and, where practicable, to procure evidence of receipt, to support the assertion that any notice provisions, whether contractual or statutory, have been complied with.

Parties seeking to serve notices pursuant to commercial or tenancy agreements should seek professional advice at an early stage, to ensure any timescales and methods of service are complied with.

For assistance in such matters, please contact our property or business teams: