Contract Extension Agreement (UK)
This Contract Extension Agreement (the “Extension Agreement”) is entered into on [Extension Date] by and between:
[First Party Name], [Who First Party], with its registered or principal address at [First Party Address], [First Party City], [First Party Postcode], England (the “First Party”); and
[Second Party Name], [Who Second Party], with its registered or principal address at [Second Party Address], [Second Party City], [Second Party Postcode], England (the “Second Party”).
The First Party and the Second Party are referred to collectively as the “Parties” and individually as a “Party”.
BACKGROUND
A. The Parties entered into [Original Contract Title] on [Original Contract Date] (the “Original Contract”).
B. The Original Contract is scheduled to expire on [Original Expiry Date].
C. The Parties wish to extend the term of the Original Contract beyond its current expiry date on the terms set out in this Extension Agreement.
NOW, THEREFORE, in consideration of the mutual undertakings set out herein and for other good and valuable consideration, the receipt of which the Parties acknowledge, the Parties agree as follows:
1. EXTENSION OF TERM
1.1 The Parties hereby agree to extend the term of the Original Contract beyond its original expiry date of [Original Expiry Date].
1.2 The Original Contract shall continue in full force and effect until [New End Date] (the “Extended Expiry Date”), on the terms and conditions of the Original Contract as modified by this Extension Agreement.
1.3 Unless the Parties agree in writing to a further extension prior to the Extended Expiry Date, the Original Contract shall expire automatically on the Extended Expiry Date without further notice.
1.4 This Extension Agreement constitutes an agreement to vary the Original Contract. It is entered into for good and valuable consideration, including the mutual benefits derived by both Parties from the continuation of their commercial relationship.
2. CONTINUITY OF ORIGINAL CONTRACT TERMS
2.1 Except as expressly modified by this Extension Agreement, all terms and conditions of the Original Contract shall remain in full force and effect throughout the extended period and shall apply as if set out in full in this Extension Agreement.
2.2 In the event of any inconsistency or conflict between the terms of this Extension Agreement and the terms of the Original Contract, the terms of this Extension Agreement shall prevail.
2.3 References in the Original Contract to its “term”, “expiry date”, or “end date” shall, for the duration of the extended period, be read as references to the Extended Expiry Date ([New End Date]), unless the context requires otherwise.
2.4 This Extension Agreement constitutes a variation of the Original Contract. The Original Contract, as varied by this Extension Agreement, represents the entire agreement between the Parties in relation to its subject matter.
3. GOVERNING LAW AND JURISDICTION
3.1 This Extension Agreement and the Original Contract (as varied hereby) shall be governed by and construed in accordance with the laws of England and Wales.
3.2 The Parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Extension Agreement or the Original Contract.
EXECUTED AS AN AGREEMENT
This Extension Agreement has been entered into on the date stated at the beginning of this document.
Authorised Signatory (First Party)
________________
Signature
Authorised Signatory (Second Party)
________________
Signature
Date: ________________
What Is a Contract Extension Agreement (UK)?
A Contract Extension Agreement in the United Kingdom sets the procedure the parties will follow to resolve, extend, or bring to an end the matter between them, under the framework of the Companies Act 2006.
Under English contract law, a contract extension is treated as a variation — an amendment to an existing contract that keeps the original contract in place but modifies specific terms. The landmark Supreme Court decision in Rock Advertising Ltd v MWB Business Exchange Centres Ltd [2018] UKSC 24 confirmed that where the original contract contains a ‘no-oral-modification’ clause (a clause requiring all variations to be in writing and signed by both parties), an oral or informal extension agreement will not be legally enforceable. This makes a properly executed written extension agreement essential in many commercial contexts.
A contract extension must be supported by consideration under English law — that is, there must be some mutual benefit or exchange of value. In most commercial extensions, the continuing obligation to perform services in exchange for continued payment provides sufficient consideration. Where additional scope changes or fee revisions are agreed as part of the extension, these provide additional consideration.
Contract extensions are distinct from contract renewals. An extension continues the same original contract with the same (or modified) terms; a renewal creates a new contract. The distinction matters because rights accrued under the original contract (such as outstanding payment obligations, warranty claims, or confidentiality obligations) are automatically preserved under an extension, whereas their status under a renewal depends on the terms of the new agreement.
In England and Wales, contract extensions are used across a wide range of commercial contexts: consultancy agreements, service contracts, supply agreements, employment contracts, software licences, distribution agreements, and tenancy agreements. The template generates a professional, clearly structured extension agreement that can be customised to include revised fees, updated scope, or any other modifications the parties wish to make.
The legal framework governing the Contract Extension Agreement (UK) in United Kingdom draws on several key statutes and regulatory bodies. Under the Companies Act 2006, Companies House maintains the register of UK companies. Section 386 of the Companies Act 2006 sets accounting record obligations. The Competition and Markets Authority (CMA) enforces the Consumer Rights Act 2015. The Financial Conduct Authority (FCA) regulates financial services under the Financial Services and Markets Act 2000. The High Court of Justice has jurisdiction under the Senior Courts Act 1981. Parties executing a Contract Extension Agreement (UK) in United Kingdom should confirm the document reflects current law, including any amendments enacted since the original drafting date. The Companies Act 2006 sets the foundational requirements.
When Do You Need a Contract Extension Agreement (UK)?
A Contract Extension Agreement should be used whenever a business relationship is continuing beyond the original contractual end date and the parties wish to document the extension formally. Common situations in England and Wales include:
Extending a consultancy or service agreement where the original project has taken longer than anticipated, the client wishes to continue engaging the consultant for additional work, or both parties are satisfied with the relationship and wish to continue on a longer-term basis.
Extending an employment contract for a fixed-term employee, where the employer wishes to continue the employee’s engagement beyond the original contract end date. Under the Employment Rights Act 1996, fixed-term employees who have two or more years of continuous service and whose contract is not renewed acquire the right to a redundancy payment and unfair dismissal protection. A written extension agreement clearly records the parties’ intent and the new end date.
Extending a supply or vendor agreement where the parties wish to maintain the existing commercial relationship and pricing structure for an additional period, particularly if a new procurement process would be time-consuming or costly.
Extending a software licence or SaaS agreement, where the licensee wishes to continue using the software beyond the original licence term while a new licence is negotiated or a procurement decision is pending.
Extending a distribution or agency agreement, where the distributor or agent has performed well and the principal wishes to continue the arrangement without engaging in a full re-negotiation.
Extending any commercial contract where the original contract contains a no-oral-modification clause, making a written extension agreement legally necessary to confirm the extension is binding.
Preventing a contract from expiring inadvertently while long-form renewal negotiations are ongoing, by using a short-form extension agreement to bridge the gap.
Parties in United Kingdom should prepare a Contract Extension Agreement (UK) proactively rather than waiting for a dispute to arise. Courts interpret agreements based on the written terms rather than oral representations. Under the Companies Act 2006, Companies House maintains the register of UK companies. Section 386 of the Companies Act 2006 sets accounting record obligations. The Competition and Markets Authority (CMA) enforces the Consumer Rights Act 2015. The Financial Conduct Authority (FCA) regulates financial services under the Financial Services and Markets Act 2000. The High Court of Justice has jurisdiction under the Senior Courts Act 1981. Where the transaction involves regulated activities, prior approval from the relevant authority may be required before execution.
What to Include in Your Contract Extension Agreement (UK)
A well-drafted UK Contract Extension Agreement for England and Wales should contain the following key provisions:
Identification of the Original Contract — The full title, date, and parties of the contract being extended. Accurately identifying the original contract avoids any ambiguity about which agreement is being extended, particularly where the parties have multiple contracts in place.
Original and Extended Expiry Dates — The original expiry date of the contract and the new extended expiry date. The agreement should confirm that the contract will expire on the new date automatically, unless the parties agree a further extension.
Confirmation that Original Terms Remain in Force — An express statement that all terms of the original contract continue in full force and effect during the extended period, except as specifically modified by the extension agreement. This confirms that the entire original contract does not need to be restated.
Revised Fees or Remuneration — An optional provision setting out any changes to the fees, rates, or remuneration payable during the extended period, including the effective date of any change and whether VAT applies. The Late Payment of Commercial Debts (Interest) Act 1998 should continue to apply to any payment obligations during the extension.
Changes to Scope of Work or Services — An optional provision describing any additional, modified, or removed services, deliverables, or obligations applicable during the extended period.
Other Modifications — A catch-all provision allowing the parties to modify any other specific terms of the original contract (such as notice periods, dispute resolution procedures, or key contact details) in connection with the extension.
Precedence Clause — A statement that in the event of any conflict between the extension agreement and the original contract, the extension agreement prevails. This prevents disputes about which document governs in the event of inconsistency.
Third-Party Rights Exclusion — An optional exclusion of the Contracts (Rights of Third Parties) Act 1999, preventing unintended third-party claims under the extension agreement.
Governing Law — Confirmation that the extension agreement (and the original contract as varied) is governed by the laws of England and Wales, with exclusive jurisdiction in the courts of England and Wales.
Additional compliance elements for a Contract Extension Agreement (UK) used in United Kingdom include: Under the Companies Act 2006, Companies House maintains the register of UK companies. Section 386 of the Companies Act 2006 sets accounting record obligations. The Competition and Markets Authority (CMA) enforces the Consumer Rights Act 2015. The Financial Conduct Authority (FCA) regulates financial services under the Financial Services and Markets Act 2000. The High Court of Justice has jurisdiction under the Senior Courts Act 1981. Forms-legal.com provides this template as a starting point for United Kingdom-compliant documentation.
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Reference this free template in an article, syllabus, or research note:
Forms Legal. (2026). Contract Extension Agreement (UK) (United Kingdom) [Legal document template]. Forms Legal. https://forms-legal.com/uk/business/contracts/contract-extension-agreement-uk
"Contract Extension Agreement (UK) (United Kingdom)." Forms Legal, 2026, https://forms-legal.com/uk/business/contracts/contract-extension-agreement-uk.
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title = {Contract Extension Agreement (UK) (United Kingdom)},
year = {2026},
howpublished = {\url{https://forms-legal.com/uk/business/contracts/contract-extension-agreement-uk}},
note = {Free legal document template. Based on Companies Act 2006}
}Also available for these jurisdictions:
Frequently Asked Questions
In England and Wales, not all contracts are required to be in writing. However, putting a contract extension in writing is strongly advisable for several reasons. First, a written extension agreement provides clear evidence of when the parties agreed to extend the contract, for how long, and on what terms. This prevents disputes about whether an extension was agreed verbally, and if so, on what terms. Second, many original contracts include a ‘no oral modification’ clause (following the Supreme Court’s decision in Rock Advertising Ltd v MWB Business Exchange Centres Ltd [2018] UKSC 24), which means that any variation — including an extension of term — must be agreed in writing and signed by both parties to be effective. If the original contract contains such a clause, a verbal extension would not be binding. Third, a written extension is important for accounting and audit purposes, particularly in commercial and corporate contexts where contracts must be accurately recorded in financial statements.
Yes. Under English contract law, a variation to an existing contract (including an extension of its term) must be supported by valid consideration to be binding. In many cases, the mutual benefit each party derives from continuing the relationship is sufficient consideration — for example, the ongoing obligation to perform services in exchange for the ongoing obligation to pay fees. Where the extension is accompanied by a fee increase, the increased fee serves as consideration for the extended obligations. However, where one party simply agrees to continue performing on exactly the same terms as before, with no additional benefit to either party, the courts may require clear evidence of fresh consideration. To avoid this issue, this template records that the extension is entered into ‘for good and valuable consideration’. Parties are also advised to include at least a nominal change (such as a revised fee or updated scope) to reinforce that fresh consideration exists.
A contract extension continues the same original contract beyond its original expiry date, with the original terms remaining in force (subject to any modifications agreed at the time of the extension). The extension is a variation to the original contract rather than a new contract. A contract renewal, by contrast, creates a new contract to replace the original. The renewed contract may be on the same terms, substantially revised terms, or entirely new terms. In practice, the distinction matters for several reasons: a contract extension may not require the parties to re-negotiate all terms (saving time and cost), whereas a renewal typically involves a fresh negotiation process. Existing rights accrued under the original contract (such as outstanding payment obligations or warranty claims) are generally preserved under an extension, whereas the position under a renewal depends on whether the original contract is terminated before or at the same time as the renewal takes effect.
If a contract has already expired (i.e. the expiry date has already passed), the parties cannot technically ‘extend’ the original contract because there is no longer an existing contract to extend. However, the parties can enter into a new contract on the same (or similar) terms, or — if they have continued to perform under the original terms after expiry — the courts may find that a new contract was formed by conduct on those terms, following the principle in Hillas & Co Ltd v Arcos Ltd [1932] 147 LT 503. To avoid uncertainty, parties should endeavour to execute any extension agreement before the original contract expires. If a gap has already occurred, the best approach is to document a new agreement (which may still incorporate the terms of the original contract by reference) rather than attempting to backdate an extension.
Following the Supreme Court’s landmark decision in Rock Advertising Ltd v MWB Business Exchange Centres Ltd [2018] UKSC 24, no-oral-modification clauses are enforceable in English contract law. This means that if the original contract contains a clause requiring any variation (including an extension) to be agreed in writing and signed by both parties, an oral extension agreed by telephone or email may not be legally binding — even if both parties have been acting on the basis of the agreed extension. The Supreme Court confirmed that parties are free to agree, as a matter of contract, that certain formalities (such as written signature) must be observed for variations to be effective. The practical consequence is that if both parties have been performing the contract after its stated expiry date, the party that wishes to rely on the no-oral-modification clause to avoid the extension may succeed in arguing that no valid extension was agreed. A properly executed written extension agreement, signed by authorised representatives of both parties, eliminates this risk.
This template is provided for informational purposes only and does not constitute legal advice. Laws vary by jurisdiction and change over time. Consult a qualified attorney for advice specific to your situation.Full disclaimer
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