Commence
To begin or start; in contracts, "commencing" refers to starting performance, a term of agreement, or legal proceedings - the exact trigger matters for deadlines and obligations.
While straightforward in theory, many businesses fail to actively track obligations tied to this concept - often resulting in missed deadlines, unintended renewals, penalties, or loss of contractual rights.
US Law · For business owners and foundersWhat is a Commence?
Commence means to begin or start. In contracts, "commencing" refers to the point at which performance, a term of agreement, or legal proceedings officially begins. The exact moment of commencement is critical because it triggers deadlines, starts the running of statutes of limitations, and establishes when parties' obligations are due.
Commencement is often tied to specific events - execution of the contract, receipt of payment, delivery of goods, or completion of a condition precedent. Vague language about when a contract "commences" can lead to disputes about whether deadlines are triggered, when performance must begin, and when indemnification obligations start running.
In litigation, commencement of a lawsuit marks the moment the statute of limitations is stopped. In employment contracts, commencement of employment may trigger benefit eligibility, stock vesting schedules, and notice periods for termination.
In practice, many teams rely on a contract expiry tracking system to stay on top of dates and obligations tied to clauses like this.
Key Elements
Clear Trigger Event
The contract should specify exactly what event triggers commencement - execution, payment, delivery, or something else. Ambiguity creates disputes.Date vs. Event
Commencement can be tied to a specific calendar date ("commencement shall be January 1, 2026") or a triggering event ("commencement shall be upon receipt of payment"). Events are often more practical.Effect on Deadlines
Once commencement occurs, all time-based obligations are measured from that point - payment is due X days after commencement, performance must be completed within Y days of commencement, etc.Retroactive vs. Prospective
A contract can provide that commencement is retroactive to an earlier date, or prospective. This affects whether obligations are already running or begin on a future date.Real-World Example
A vendor and customer sign a service agreement on March 1, 2026. The contract states "the term shall commence upon execution and shall last for 24 months." Twelve months later, the vendor sues for nonpayment of the final invoice. The customer argues that because "commencement" occurred on March 1, the contract should have ended March 1, 2027, and the invoice is for services rendered after the term ended.
The commencement date (March 1, 2026) is clear. The 24-month term runs from March 1, 2026 to March 1, 2028. All invoices for services through March 1, 2028 are within the contract term. The customer's defense fails.
This is why many businesses adopt automated deadline tracking to ensure no critical dates are missed before they pass.
Sample Clause Language
Commencement of TermWatch Out For
Commencement date ambiguity creates disputes
If the contract does not clearly state when commencement occurs, parties will argue about when deadlines begin, when performance is due, and when the contract ends.Retroactive commencement can trigger unexpected obligations
If a contract states that it commences retroactively, performance obligations may be deemed to have already started, triggering unexpected liability.Failure to commence by the scheduled date can be a breach
If the contract requires commencement on a specific date and one party fails to commence, it may constitute a material breach.Don't let commence deadlines catch you off guard
Key dates tied to commences - renewal windows, expiry cutoffs, notice periods - can easily slip through the cracks when tracked manually. Missing them triggers automatic extensions, penalties, or lost rights. ExpiryEdge tracks every critical deadline and sends automated reminders before they're due - so nothing slips.
Instead of relying on spreadsheets or manual follow-ups, a centralized renewal reminder system ensures every deadline is visible, tracked, and actioned automatically.
How to Use This in Your Favor
Specify the exact commencement trigger in the contract
Use language like "shall commence upon the latest of (a) execution by both parties, or (b) receipt of initial payment." Avoid vague language like "shall commence as soon as possible."Make commencement prospective unless retroactivity is intentional
Typically, contracts should commence on execution or a future date, not retroactively. Retroactivity should only occur if both parties intentionally agree to it.Related Terms
Frequently Asked Questions
Can we have different commencement dates for different obligations?
Yes. For example, a software license might commence upon execution, but the vendor's support obligations might commence upon delivery of the software. Make these distinctions explicit.
If the contract says "commencing today" but is signed a week later, when does it commence?
This creates ambiguity. Always use language like "commencing upon execution by both parties" or specify an explicit date. Avoid temporal references that are unclear.