FAR PART 49 GUIDE

What is the difference between T4C and T4D?

Last reviewed: June 2026 · FAR updated March 2026

Termination for Convenience (T4C) and Termination for Default (T4D) are fundamentally different actions with different legal and financial consequences.

Termination for Convenience (T4C): The government terminates because its needs or priorities have changed — not because the contractor did anything wrong. Exercised under FAR 52.249-2 (fixed-price) or FAR 52.249-6 (cost-type). No past performance implications. Full FAR Part 49 settlement rights apply.

Termination for Default (T4D): The government terminates because it believes the contractor failed to perform — missed deliverables, failed to maintain progress, or violated contract terms. Exercised under FAR 52.249-8 (fixed-price) or FAR 52.249-7 (cost-type). A T4D is a negative past performance event, reported in CPARS, and the government can pursue excess reprocurement costs — charging you for the difference between your contract cost and the replacement contract.

FAR Part 49 settlement rights do not apply to T4D contracts in the same way. A contractor terminated for default generally cannot file a standard settlement proposal to recover costs.

The T4D-to-T4C conversion: A T4D can be challenged and converted to a T4C if the contractor demonstrates the default was excusable — caused by government action, unforeseeable circumstances, or issues outside the contractor's control (including supply chain failures, agency direction changes, and government-caused delays). If you received a T4D and believe it was wrongful, consult a government contracts attorney immediately. A successful challenge restores all FAR Part 49 settlement rights.

How to tell which you have: Your termination notice will cite specific FAR clauses. FAR 52.249-2 or FAR 52.249-6 means T4C. FAR 52.249-8 or FAR 52.249-7 means T4D. If the notice is ambiguous, contact your contracting officer in writing and ask them to confirm the termination type.

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