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Ash, Solicitor
Category: Law
Satisfied Customers: 10916
Experience:  Solicitor with 5+ years experience
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Stuart We have an evergreen / automatic renewal contract

Customer Question

Hi Stuart
We have an evergreen / automatic renewal contract with a large multinational vendor The contract was entered into by the previous business owners. I have emailed and requested cancellation as we have not been using the software for the last 2 months. They are not willing to discuss, we just receive standard templated emails. The amount is £4k and I am going to offer to settle for £1k. Is this sensible or will they pursue me through the small claims court for the full amount and be successful?
Submitted: 10 months ago.
Category: Law
Customer: replied 10 months ago.
Posted by JustAnswer at customer's request) Hello. I would like to request the following Expert Service(s) from you: Live Phone Call. Let me know if you need more information, or send me the service offer(s) so we can proceed.
Expert:  Ash replied 10 months ago.

Hello my name is ***** ***** I will help you.

What does the contract say about cancellation please?

Customer: replied 10 months ago.
The contract states as follows:12.2. Term of Purchased Subscriptions. The term of each subscription shall be as specified in the applicable Order Form. Except as otherwise specified in an Order Form, subscriptions will automatically renew for additional periods equal to the expiring subscription term or one year (whichever is shorter), unless either party gives the other notice of non-renewal at least 30 days before the end of the relevant subscription term.The only other provision for termination is under clause 12.312.3. Termination. A party may terminate this Agreement for cause (i) upon 30 days written notice to the other party of a material breach if such breach remains uncured at the expiration of such period,
Expert:  Ash replied 10 months ago.

When is the end of the current period?

Customer: replied 10 months ago.
The current period was 30th June, the Invoice was due 30th July and around 1-2 weeks before the Invoice was due I approached to cancel and was made aware of the clauses shared previously.
Expert:  Ash replied 10 months ago.

Oh I see. It's bad news I'm afraid, the contract days you need to give thirty days notice, so needed to do it by 30th may. Sadly this was not done for the reasons I understand.

As such I am sorry to say you are stuck writ the contract. Whilst I realise you didn't sign it, if you are a limited company then you are bound by it.

If you are a non limited company you may not be bound by it, because the contract is not with you, it's with the previous owner.

Can I clairfy anything for you about this today please?

Customer: replied 10 months ago.
I understand the contractual position. In terms of should this proceed to court then given I am offering to make a part payment, would this not be viewed as positive. Also I understood that Of...have viewed these contracts as prohibiting competition. What would you advise I do 1) Pay 2) Send offer of £x to settle 3) Go to small claims court?
Expert:  Ash replied 10 months ago.

Well you can make a part payment without admission of liability and they cant disclose this.

I would send an offer of payment without prejudice to liability and in full and final settlement. They can either accept or reject.

If it went to Court and £10,000 or under it would be a small claim
Can I clarify anything for you about this today please?

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