PRE-LIEN NOTICE / NOTICE TO OWNER
(New York – Private Construction Project)
[// GUIDANCE: This template is intended for private improvements governed by the New York Lien Law.
New York does not statutorily require a “pre-lien” or “preliminary” notice; however, many practitioners serve this OPTIONAL notice to (a) encourage prompt payment, (b) comply with contractual requirements, or (c) create written evidence of the claimant’s intent to file a mechanic’s lien. This template is drafted defensively to maximize enforceability while acknowledging its non-statutory character.]
TABLE OF CONTENTS
- Document Header
- Definitions
- Operative Provisions
- Representations & Warranties
- Covenants & Notice Obligations
- Default & Remedies
- Risk Allocation
- Dispute Resolution
- General Provisions
- Execution Block & Certificate of Service
1. DOCUMENT HEADER
Pre-Lien Notice / Notice to Owner
Effective Date: [DATE]
From:
Claimant: [LEGAL NAME OF CLAIMANT], a [STATE] [ENTITY TYPE]
Mailing Address: [ADDRESS]
Contact Person: [NAME / TITLE]
Telephone / E-mail: [PHONE / EMAIL]
To:
Owner: [LEGAL NAME OF OWNER]
Mailing Address: [ADDRESS]
Re:
Property: [LEGAL DESCRIPTION OR STREET ADDRESS, COUNTY]
Prime Contract (if any): [DATE, PARTIES, TOTAL VALUE]
Work: [BRIEF DESCRIPTION OF LABOR / MATERIALS FURNISHED]
Governing Law: New York Lien Law (“Lien Law”) and other applicable New York statutes.
2. DEFINITIONS
For purposes of this Notice, capitalized terms have the meanings set forth below:
“Claim Amount” means $[AMOUNT], representing the unpaid value of the Work furnished to the Property.
“Claimant” has the meaning set forth in the Document Header.
“Delivery Date” means the date on which this Notice is actually received by Owner, as evidenced by the Certificate of Service.
“Lien Enforcement Action” means any action to file, foreclose, or otherwise enforce a mechanic’s lien pursuant to N.Y. Lien Law §§ 3 et seq.
“Owner” has the meaning set forth in the Document Header.
“Property” has the meaning set forth in the Document Header.
“Work” means the labor, services, materials, or equipment furnished by Claimant to the Property under the Prime Contract or applicable subcontract.
3. OPERATIVE PROVISIONS
3.1 Notice of Unpaid Balance.
(a) Claimant hereby gives notice that it has furnished Work to the Property for which the Claim Amount remains unpaid.
(b) Pursuant to N.Y. Lien Law § 10 (McKinney 2023), a mechanic’s lien may be filed at any time during the progress of the Work and within eight (8) months after completion (four (4) months for a single-family dwelling).
3.2 Intent to File Mechanic’s Lien.
Unless Claimant receives full payment within ten (10) calendar days after the Delivery Date (or such shorter period as may be agreed in writing), Claimant may, without further notice, file a mechanic’s lien against the Property and pursue all remedies permitted by law.
3.3 Conditions Precedent to Owner’s Avoidance of Lien.
Owner may avoid the filing of a lien by:
(a) remitting the Claim Amount (plus any additional charges accruing under the Prime Contract) to Claimant; or
(b) delivering to Claimant, within the ten-day period, a written dispute notice specifying in reasonable detail the basis for any withholding.
4. REPRESENTATIONS & WARRANTIES
4.1 Claimant’s Representations.
(a) Claimant is duly organized, validly existing, and in good standing under the laws of its state of formation.
(b) The undersigned signatory has full authority to execute and deliver this Notice on Claimant’s behalf.
(c) The Claim Amount is just, due, and owing, and all lawful credits, offsets, and payments known to Claimant have been applied.
4.2 Disclaimer of Owner Representations.
This Notice is informational only and does not constitute any representation by Owner.
[// GUIDANCE: These reps strengthen the credibility of the notice and can be attached as an exhibit to a subsequent lien filing.]
5. COVENANTS & NOTICE OBLIGATIONS
5.1 Owner’s Covenant to Pay.
Owner shall pay or cause to be paid the Claim Amount in accordance with Section 3.2.
5.2 Ongoing Communication.
Owner shall promptly inform Claimant of any lender, title company, or other party with an interest in the Property that should receive a copy of this Notice.
6. DEFAULT & REMEDIES
6.1 Event of Default.
An “Event of Default” occurs if Owner fails to:
(a) pay the Claim Amount within the ten-day cure period; or
(b) provide a bona fide dispute notice under Section 3.3(b).
6.2 Remedies.
Upon an Event of Default, Claimant may:
(a) file and perfect a mechanic’s lien in accordance with N.Y. Lien Law §§ 10–11;
(b) commence a Lien Enforcement Action in the proper New York court;
(c) seek interest, costs, and reasonable attorneys’ fees as permitted by contract or statute; and
(d) pursue any other remedy available at law or equity.
7. RISK ALLOCATION
7.1 Limitation of Liability.
Claimant’s aggregate recovery from Owner shall not exceed the lesser of:
(a) the Claim Amount as adjusted by any change orders; or
(b) the value of the Work actually performed and unpaid (the “Liability Cap”).
7.2 No Indemnification.
Consistent with the Metadata, this Notice does not impose any indemnification obligations on either party.
8. DISPUTE RESOLUTION
8.1 Governing Law.
This Notice and any Lien Enforcement Action are governed by the laws of the State of New York, without regard to conflict-of-laws principles.
8.2 Forum Selection.
Exclusive venue for any Lien Enforcement Action shall lie in the state courts of the county where the Property is located.
8.3 Arbitration & Jury Trial.
No arbitration agreement or jury trial waiver is included. All rights are reserved.
8.4 Injunctive Relief.
Claimant reserves the right to seek injunctive or equitable relief, including an order for the sale of the Property pursuant to N.Y. Lien Law §§ 59 et seq.
9. GENERAL PROVISIONS
9.1 No Waiver.
Failure by Claimant to exercise any right does not waive that right.
9.2 Entire Notice.
This document constitutes the entire notice concerning the Claim Amount and supersedes all prior oral or written communications regarding the same.
9.3 Amendment.
Any amendment must be in a signed writing by Claimant.
9.4 Severability.
If any provision is held invalid, the remaining provisions remain in full force, and the invalid provision shall be reformed to the minimum extent necessary.
9.5 Electronic Signatures.
Signatures transmitted electronically (e.g., PDF, DocuSign) shall be deemed original.
10. EXECUTION BLOCK & CERTIFICATE OF SERVICE
10.1 Claimant Signature
[NAME], [TITLE]
[LEGAL NAME OF CLAIMANT]
Date: _____
10.2 Notary Acknowledgment (OPTIONAL BUT RECOMMENDED)
State of [STATE] )
County of [COUNTY] ) ss.:
On this _ day of _, 20__, before me, the undersigned Notary Public, personally appeared ______, who proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her authorized capacity, and that by his/her signature on the instrument, the individual executed the instrument.
Notary Public
My Commission Expires: _______
10.3 Certificate of Service
I, the undersigned, certify that on ___ 20, I served a true and correct copy of this Pre-Lien Notice / Notice to Owner upon the Owner (and, if applicable, the Owner’s designated agent, lender, and/or title insurer) by:
☐ personal delivery;
☐ certified mail, return receipt requested;
☐ overnight courier with delivery tracking; or
☐ other method agreed in writing, namely ________.
Service Address: [ADDRESS OF OWNER / AGENT]
[NAME], [TITLE]
Date: _____
[// GUIDANCE: N.Y. Lien Law § 11 requires service of a mechanic’s lien within 5 days before or 30 days after filing. Because this Pre-Lien Notice is voluntary, there is no statutory service window; however, practitioners commonly (i) serve it at least 5 days prior to filing a lien, and (ii) use certified mail RRR to establish proof of delivery.]
END OF DOCUMENT