Notice of non-payment (Ontario)

A notice of non-payment is the written notice prescribed by Ontario's Construction Act that an owner must give in order to refuse to pay — or to pay only part of — a proper invoice. Without it, the 28-day payment deadline applies and the amount becomes payable in full.

How it works

An owner must pay the amount payable under a proper invoice no later than 28 days after receiving it. An owner who disputes the invoice may refuse to pay all or part of it only if, no later than 14 days after receiving the invoice, it gives the contractor a notice of non-payment in the prescribed form and manner, specifying the amount not being paid and detailing all reasons for non-payment (s. 6.4(2)). Any portion not covered by the notice still must be paid on time, and the payment-down obligations to subcontractors apply to what the contractor does receive.

What the notice must say

The amount being withheld, and all reasons for non-payment — in the prescribed form and manner. Generic or late notices do not work: reasons raised for the first time after the 14-day window cannot support the refusal for that invoice.

Common questions

Can a contractor respond to a notice of non-payment?

Yes. The usual path is to dispute the refusal and refer the payment dispute to adjudication under Part II.1 of the Act, where an adjudicator issues a binding interim determination on the amounts.

Does a notice of non-payment stop future invoices?

No. It applies to the identified amounts of the invoice it addresses. The next monthly proper invoice starts its own 28-day clock, and each refusal needs its own compliant notice.

Do holdbacks change this?

The obligation to pay under Part I.1 is subject to the Part IV holdback requirement — the statutory 10% holdback is not something a notice of non-payment is needed for.

Official source

Construction Act, R.S.O. 1990, c. C.30, Part I.1 — Prompt Payment: s. 6.4(1) (28-day payment deadline), s. 6.4(2) (notice of non-payment within 14 days, prescribed form and manner, specifying amount and detailing all reasons), s. 6.4(3) (requirement to pay the remaining amount continues).

Related definitions

Proper invoice (Ontario) · Adjudication (Ontario construction) · Progress payment · Late payment interest