Without Prejudice Settlement Offer (Calderbank)
Make a confidential settlement offer marked 'without prejudice save as to costs' to protect your position on costs without creating a binding Part 36 offer.
This template was not drafted by a solicitor.
It is an editorial reference based on the official sources we cite. You are responsible for any document you send. For high-stakes matters (court proceedings, large sums, deportation, criminal allegations, child welfare), have a regulated solicitor review or draft your document.
When to use this template
Use this letter when you want to propose settlement terms that are protected from disclosure to the court on the merits of the case, but which can be shown to the court on the question of costs after judgment. It is especially useful in cases involving non-monetary remedies, or where strict Part 36 requirements are difficult to satisfy.
When NOT to use this template
Do not use if you want the full statutory costs protection of CPR Part 36 — use the Part 36 Offer Letter template instead. Do not mark correspondence 'without prejudice' in an attempt to conceal fraud, misrepresentation, or to suppress evidence of a concluded agreement.
Legal Basis
Without prejudice privilege is a common law principle confirmed in Cutts v Head [1984] Ch 290. The 'save as to costs' qualification derives from Calderbank v Calderbank [1976] Fam 93. Such offers may be brought to the court's attention when exercising its discretion on costs under CPR r.44.2.
Before you send
- Not including the 'save as to costs' qualification — a purely without prejudice letter cannot be shown to the court on costs
- Writing the letter in a threatening or aggressive tone that could lead to the privilege being lost (e.g. if the letter itself is evidence of an improper threat)
- Setting an unreasonably short response deadline that undermines good faith
Common Mistakes to Avoid
- ✗Not including the 'save as to costs' qualification — a purely without prejudice letter cannot be shown to the court on costs
- ✗Writing the letter in a threatening or aggressive tone that could lead to the privilege being lost (e.g. if the letter itself is evidence of an improper threat)
- ✗Setting an unreasonably short response deadline that undermines good faith
- ✗Omitting a clear statement of the proposed terms so the recipient cannot evaluate the offer properly
- ✗Failing to keep a copy — the letter may need to be produced to the court after judgment
Build Your Letter
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Letter preview
[YOUR FULL NAME / FIRM NAME] [YOUR ADDRESS] [YOUR EMAIL ADDRESS] [DATE OF LETTER] [OPPONENT'S NAME / FIRM] [OPPONENT'S ADDRESS] --- **WITHOUT PREJUDICE SAVE AS TO COSTS** Dear [SALUTATION], **RE: [BRIEF DESCRIPTION OF THE DISPUTE] — [CLAIM NUMBER OR REFERENCE]** **[CLAIMANT'S FULL NAME] v [DEFENDANT'S FULL NAME]** I write on behalf of [NAME OF PARTY MAKING THE OFFER]. This letter is written on a without prejudice save as to costs basis, pursuant to the principles established in Calderbank v Calderbank [1976] Fam 93 and Cutts v Head [1984] Ch 290. It is not admissible in evidence on the merits of this dispute, but may be drawn to the attention of the court on the question of costs following any trial or final determination. **Offer to Settle** Without any admission of liability, [NAME OF PARTY MAKING THE OFFER] hereby offers to settle all claims, counterclaims and costs in these proceedings on the following terms: [PROPOSED SETTLEMENT TERMS] **Response Deadline** This offer is open for acceptance until **[DEADLINE FOR ACCEPTANCE]**. If it is not accepted by that date, it is automatically withdrawn, without prejudice to any further offer that may be made. **Costs Consequences** Should this offer not be accepted and the matter proceed to trial, [NAME OF PARTY MAKING THE OFFER] reserves the right to draw this letter to the court's attention when addressing costs, and to invite the court to exercise its discretion under CPR r.44.2 in a manner that reflects the reasonableness of this offer. **Next Steps** Please confirm acceptance in writing by **[DEADLINE FOR ACCEPTANCE]**. If you wish to discuss the terms of this offer, please contact me at the address or email above. Yours faithfully, [YOUR FULL NAME / FIRM NAME]
Unfilled fields appear as [FIELD NAME]. Review the letter carefully before sending. This template is a starting point — adapt it to your specific circumstances.