Clear Termination Terms
This policy outlines how either party can terminate service agreements professionally and fairly, ensuring smooth transition and clear obligations.
1. Types of Termination
1.1 Termination for Convenience (Client)
Client may terminate engagement at any time without cause, subject to notice requirements and fees outlined in this policy.
1.2 Termination for Convenience (NavNext)
NavNext may terminate with 30 days notice if business circumstances require it, with no early termination fees charged to client.
1.3 Termination for Cause
Either party may terminate immediately for material breach by the other party, including:
- Non-payment beyond 30 days
- Breach of confidentiality
- Violation of intellectual property rights
- Illegal or unethical requests/conduct
- Harassment or hostile behavior
1.4 Termination by Mutual Agreement
Both parties may agree to terminate at any time with mutually agreed terms.
2. Notice Requirements
| Engagement Type |
Duration |
Notice Required |
| Hourly/Part-Time |
0-3 months |
7 days |
| Hourly/Part-Time |
3-6 months |
14 days |
| Hourly/Part-Time |
6+ months |
21 days |
| Monthly Retainer |
Any |
30 days |
| Fixed-Price Project |
Per SOW |
As per contract |
| Termination for Cause |
Any |
Immediate (0 days) |
3. Termination Procedure
Step 1: Written Notice
Terminating party must provide written notice via email to:
Notice must include:
- Statement of intent to terminate
- Reason for termination (if for cause)
- Proposed effective date
- Request for transition plan (if applicable)
Step 2: Acknowledgment
Receiving party acknowledges within 24 business hours confirming:
- Receipt of termination notice
- Validation of notice period
- Effective termination date
- Next steps in transition process
Step 3: Transition Planning
Within 3 business days of notice, parties develop transition plan including:
- Knowledge transfer sessions schedule
- Documentation handover timeline
- Access revocation schedule
- Final deliverables deadline
- Outstanding items resolution
Step 4: Transition Execution
During notice period:
- Continue services as normal (unless immediate termination)
- Conduct knowledge transfer sessions
- Complete critical in-progress work
- Document current project status
- Transfer all work products and documentation
Step 5: Final Settlement
- Final invoice issued covering all work through termination date
- Apply any applicable early termination fees
- Process any refunds due
- Return of confidential materials
- Revocation of all access credentials
Step 6: Termination Confirmation
Final documentation includes:
- Termination confirmation letter
- Final invoice and payment status
- Checklist of completed transition items
- Statement of no outstanding obligations (if applicable)
4. Early Termination Fees
4.1 Short-Term Engagements (0-3 months)
- With proper notice: No early termination fee
- Without proper notice: Charges for notice period hours at contracted rate
4.2 Medium-Term Engagements (3-6 months)
- With proper notice: No early termination fee
- Without proper notice: Charges for notice period hours + 10% of remaining contract value
4.3 Long-Term Contracts (6+ months)
If contract included discounted rates for long-term commitment:
- After 6 months: 15% of remaining contract value
- After 9 months: 10% of remaining contract value
- After 12 months: 5% of remaining contract value
- Proper notice provided: 50% reduction in above fees
4.4 Fixed-Price Projects
Termination fees based on project completion:
- 0-25% complete: 25% of remaining contract value
- 25-50% complete: 40% of remaining contract value
- 50-75% complete: No additional fee beyond work completed
- 75%+ complete: Client obligated to pay remaining amount
5. Waiver of Termination Fees
Early termination fees are waived if:
- Performance Issues: Documented quality problems after attempts at resolution
- NavNext Breach: Material breach of contract by NavNext
- Force Majeure: Termination due to events beyond client control
- Mutual Agreement: Both parties agree to waive fees
- Resource Unavailability: NavNext cannot provide replacement for unavailable resource
6. Knowledge Transfer Requirements
6.1 Documentation
NavNext will provide:
- Complete project documentation in editable format
- Process documentation and workflows
- Meeting notes and decision logs
- Contact lists and stakeholder information
- Tool access procedures and credentials (temporary)
6.2 Knowledge Transfer Sessions
Number of sessions based on engagement length:
- 0-3 months: 2 one-hour sessions
- 3-6 months: 4 one-hour sessions
- 6+ months: 6-8 one-hour sessions
Sessions can be conducted with internal team or replacement resource.
6.3 Ongoing Support
Post-termination support available:
- First 30 days: Email support for clarification questions (response within 48 hours)
- Emergency support: Available for critical issues at premium rates
- Extended support: Can be purchased separately
7. Return of Materials
7.1 Client Materials to NavNext
Client must return or ensure deletion of:
- Any proprietary NavNext methodologies or templates
- Confidential business information
- Login credentials for NavNext systems
7.2 NavNext Materials to Client
NavNext returns:
- All work products (completed and in-progress)
- Client data and confidential information
- Any physical materials or equipment
7.3 Data Deletion
NavNext will:
- Delete all client data from systems within 30 days of termination
- Revoke all access credentials immediately
- Provide certificate of deletion upon request
- Retain financial records per legal requirements (7 years)
8. Post-Termination Obligations
8.1 Confidentiality
Both parties continue to maintain confidentiality of proprietary information for 3 years post-termination.
8.2 Non-Solicitation
For 6 months post-termination, client agrees not to directly hire NavNext resources who worked on their project without paying placement fee equivalent to 20% of first-year salary.
8.3 Outstanding Payments
All outstanding invoices become due immediately upon termination, regardless of original payment terms.
8.4 Intellectual Property
Client retains all IP for work completed and paid for. Work-in-progress IP transfer subject to payment for work done.
9. Dispute Resolution Post-Termination
If disputes arise regarding termination terms:
- Good Faith Negotiation: 14 days to resolve directly
- Mediation: Engage neutral mediator (costs split 50/50)
- Arbitration: Binding arbitration as per original contract terms
10. Re-Engagement After Termination
- Within 90 days: Can re-engage at previous rates
- 90-180 days: Previous rates plus 10% adjustment
- 180+ days: Current market rates apply
- Termination for cause: Re-engagement at NavNext's sole discretion
11. Reference and Recommendations
After amicable termination:
- NavNext may request testimonial or case study (with anonymization if preferred)
- NavNext will provide factual reference upon request
- Client may request recommendation letter for completed projects
12. Special Termination Circumstances
12.1 Company Acquisition/Merger
If client company is acquired or merges, contract can be terminated with 14 days notice regardless of original terms, with no early termination fees.
12.2 Regulatory Changes
If new laws/regulations make continued engagement impossible or impractical, either party may terminate with 21 days notice, no fees.
12.3 Pandemic/Natural Disaster
Force majeure termination with immediate effect, no fees, pro-rated refunds for advance payments.
Considering Termination?
Before proceeding with termination, let's discuss your concerns. Many issues can be resolved through:
- Scope adjustment or reprioritization
- Resource replacement or skill augmentation
- Timeline extension or milestone redefinition
- Engagement model change (hourly to project-based or vice versa)
Schedule a discussion with our Account Management team
Let's Talk First