Massachusetts notice of termination
Chapter 254 measures its deadlines from completion, so it needs an answer for a job that never gets there. Section 2B is that answer. If a contract subject to section 2 is terminated before a notice of substantial completion has been filed or recorded and its copies delivered, the owner executes and records a notice of termination instead, and every lien clock on the job runs from that recording. It is the owner's document. What makes it worth a contractor's attention is the sentence after the form, which puts a duty on the contractor rather than on the owner.
If, prior to the filing or recording in the registry of deeds and delivery of the copies of the notice of substantial completion described in section two A, any contract subject to the provisions of section two shall have been terminated, the owner shall execute and file or record in the appropriate registry of deeds a notice of termination. A copy of such notice, indicating the date of filing or recording, shall be mailed by certified mail return receipt requested by the owner to every person who has filed or recorded a notice of contract under section four and to the contractor. Upon receipt of such notice from the owner, the contractor shall deliver a copy of such notice to every person who has entered into a written contract directly with the contractor or who has given to the contractor written notice of identification in accordance with said section four.
Read the law: M.G.L. c. 254, s. 2B, this notice of terminationcodes.findlaw.com, M.G.L. c. 254, s. 2B at the state's own publisher, the key copy the form was checked againstmalegislature.gov, M.G.L. c. 254, s. 2A, the notice of substantial completion this one replaces when a contract ends earlycodes.findlaw.com, M.G.L. c. 254, s. 4, the notice of contract and the notice of identificationlaw.onecle.com, M.G.L. c. 254, s. 8, the statement of account and its one hundred and twenty dayslaw.onecle.com and M.G.L. c. 254, s. 11, the ninety days to suelaw.onecle.com
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The form is the one M.G.L. c. 254, s. 2B prints. The owner executes it and files or records it at the registry of deeds. A copy showing the date of filing then goes out by certified mail, return receipt requested, and the contractor has to pass that copy on down.
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The contractor's duty under this section
The owner executes the form and the owner records it. Then section 2B says: upon receipt of such notice from the owner, the contractor shall deliver a copy of such notice to every person who has entered into a written contract directly with the contractor or who has given to the contractor written notice of identification in accordance with said section four.
That is a duty on the contractor written into the statute, and it exists because the owner cannot perform it. The owner knows who has filed a notice of contract at the registry, because that is a public record. The owner does not know who served the contractor with a notice of identification under section 4, because a notice of identification is served on the contractor and is recorded nowhere.
So on a terminated Massachusetts job the contractor is the only person who can tell a whole tier of the job that their clock has started. Section 2B says the failure to give that notice shall not prejudice the rights of third parties who rely upon the notice of termination in good faith and without actual knowledge of the failure, which protects the party who relied rather than the party who failed to deliver.
Ninety days, not sixty
Section 2 and section 4 both set the deadline for a notice of contract at the earliest of sixty days after a section 2A notice of substantial completion, ninety days after a section 2B notice of termination, or ninety days after last work. The numbers are deliberately different. A job that reached substantial completion gets sixty days; a job that was terminated gets ninety.
Section 8 follows the same pattern for the statement of account: ninety days after a notice of substantial completion, one hundred and twenty days after a notice of termination, one hundred and twenty days after last work.
The reason for the extra thirty days is not stated in the statute, but the practical effect is clear enough. A terminated job leaves people off site with unbilled work and unresolved arguments, and the legislature gave that situation more room than an orderly finish.
Sections 2C and 2D, the two design professional liens, do not mention section 2B at all. Their outer limit is the earlier of sixty days after a section 2A notice or ninety days after last professional services, so a termination does not move an architect's or an engineer's deadline the way it moves a trade contractor's.
When it can be used and when it is already too late
Section 2B opens with a condition, and the condition is about timing: if, prior to the filing or recording of the notice of substantial completion described in section 2A and delivery of the copies of it, the contract shall have been terminated.
So this form is for a contract that ended before the substantial completion paperwork was done. Once a notice of substantial completion is on record and its copies have gone out, the job has reached the event chapter 254 measures from, and a later falling out between owner and contractor does not put that back.
The statute does not define termination and it does not ask the form to say why the contract ended. The form states one fact, that a written contract dated on a given day between a named owner and a named contractor has been terminated, and that is all a registry needs from it.
What goes on the form
Four answers. The date of the written contract, the owner, the contractor, and the description of the property.
The statute capitalizes Owner and Contractor on this form and leaves them lower case on the section 2A form. That is the source's own typesetting and the sheet below keeps it, because the whole point of slicing these forms out of the statute rather than rewriting them is that what you download is what the legislature printed.
One statement follows the description: the undersigned owner states that he has served written notice of the recording or filing of this notice of termination upon the contractor and upon everyone who had already filed or recorded a notice of contract under section 4. There is no matching contractor's statement here, unlike the section 2A form, because on this form the contractor's duty comes after receipt rather than before signature.
Section 2B prescribes no notarial block, so the sheet below draws none. Call the registry of deeds for the county or registry district the land lies in before you go, because registries set their own requirements for what they will accept.
Where the words came from
The form is sliced out of the text of M.G.L. c. 254, s. 2B as published at codes.findlaw.com, current as of 1 January 2025. Nothing is retyped and nothing is paraphrased.
It is keyed word for word against the same section at malegislature.gov, the state's own publisher. All one hundred and seventeen words of the form appear in both, in the same order.
law.onecle.com returns a 404 for this subsection even though its own navigation lists it, which is why this form was missing from the site until 23 Sep 2026. The capture is tools/ma2xcap.py and it carries the state's text as its key, so a change at either publisher stops the build rather than quietly shipping a different form.
Questions people ask
Who files this, the owner or the contractor?
The owner. Section 2B says the owner shall execute and file or record it. The contractor's job under this section starts when the copy arrives.
What do I have to do when I receive one as the contractor?
Deliver a copy to every person who entered into a written contract directly with you and to every person who gave you a written notice of identification under section 4. The statute puts that duty on you in terms.
Why does the owner not just mail everybody?
The owner cannot. A notice of identification under section 4 is served on the contractor and is not recorded, so the owner has no way of knowing who served one. You are the only person who holds that list.
How long do I have to record a notice of contract after this?
Ninety days after this notice is filed or recorded, under both section 2 and section 4, unless ninety days after your last day of work arrives sooner. The statute sets the earliest of the applicable dates.
And the statement of account?
Section 8 gives one hundred and twenty days after the filing or recording of a notice of termination, unless one of the other dates in that section arrives first.
Can the owner record this after a notice of substantial completion is already on file?
Section 2B applies where the contract was terminated prior to the filing or recording of the notice of substantial completion and delivery of its copies. Once that has happened, the event the chapter measures from has already occurred.
Does the form say why the contract was terminated?
No. It states that a written contract of a given date between a named owner and a named contractor has been terminated, and describes the property. The statute asks for nothing else.
Nobody sent me a copy. Does my clock still run?
The statute says a failure to give notice of the filing or recording shall not prejudice the rights of third parties who rely on the notice in good faith and without actual knowledge of the failure. It does not stop the clock for the person who was not told. Watch the registry if money is outstanding.
Does this affect an architect's or engineer's deadline?
Sections 2C and 2D do not refer to section 2B. A design professional's outer limit is the earlier of sixty days after a section 2A notice of substantial completion or ninety days after that professional last performed services.
Where is it recorded?
The registry of deeds for the county or registry district where the land lies, the same registry every other chapter 254 filing goes to.
Once the job is running and you are getting paid on it, the paperwork that comes next is the waiver: see the Massachusetts statutory lien waiver forms, and conditional vs unconditional lien waiver for which of the two to sign.