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Auto-renewal clauses: the notice date to watch

An auto-renewal clause keeps a contract running unless someone gives notice in time. This guide reads one from a real business agreement filed with the SEC, where the notice is due a full year early.

What it costs

Miss the notice by one day and the contract runs 24 months more.

Assumes the initial term to December 31, 2031, so notice is due by December 31, 2030.

The clause, from a real filing

15. Term and Termination

This Agreement shall be for an initial term of six (6) years from January 1, 2025 and expiring on December 31, 2031. This Agreement shall automatically renew for subsequent periods of two years each, unless notice of non-renewal is provided no later than twelve (12) calendar months prior to the expiration of the then-current term. …
Commercial Alliance Agreement, Exhibit 10.1, CIK 1854963, Form 8-K, filed with the SEC on February 9, 2026. Read the original on SEC.gov
  • High risk

    A deadline a year early

    Notice is due twelve months before the term ends. Miss it by a day and the agreement renews for two more years. Section 13 still allows ending it for a default that is not cured.

The change to ask for

Before: This Agreement shall be for an initial term of six (6) years from January 1, 2025 and expiring on December 31, 2031. This Agreement shall automatically renew for subsequent periods of two years each, unless notice of non-renewal is provided no later than twelve (12) calendar months prior to the expiration of the then-current term.

After: This Agreement shall be for an initial term of six (6) years from January 1, 2025 and expiring on December 31, 2031. This Agreement shall automatically renew for subsequent periods of one year each, unless notice of non-renewal is provided no later than ninety (90) days prior to the expiration of the then-current term, and each Party shall remind the other in writing of that date at least thirty (30) days before it.

Suggested language to discuss, not legal advice. One year, ninety days and the reminder are examples.

Before you sign: the auto-renewal

  1. Find the renewal. It often sits under Term, Term and Termination, or Renewal.
  2. Check how long each renewal runs.
  3. Check the notice deadline: how long before the term ends, and how notice must be given.
  4. Put the deadline in your calendar the day you sign, with a reminder weeks before it.
  5. Check whether the price can change at renewal.
  6. Check whether your state limits automatic renewals. Many states do for consumer contracts, and a few reach some business contracts.
  7. Ask for a shorter notice window, a renewal you must confirm, or a reminder from the other side.
Open the one-page checklist to print
Transcript
  1. 0:00This clause renews the contract unless someone remembers to stop it.
  2. 0:04It comes from a commercial agreement filed with the SEC.
  3. 0:08Here, the notice is due a full year before the term ends.
  4. 0:12Miss that date by one day, and both sides are in for two more years.
  5. 0:17That is 24 more months, on a deal someone meant to leave.
  6. 0:21Read three things together: the first term, the renewal length, and the notice window. Here, the window closes a full year ahead, long before anyone thinks to look.
  7. 0:30Ask for a shorter notice window, and a reminder before it closes.
  8. 0:35And the day you sign, put the notice date in your calendar.
  9. 0:38A BeforeJD read marks a clause like this, explains it in plain English, and writes the change to ask for.
  10. 0:45It also drafts the email that asks for it.
  11. 0:49Check your contract for this clause.
  12. 0:52Your first read is free.

Check your contract for this clause.

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BeforeJD is not a law firm. This is informational only, not legal advice.