Also known as: breaches of contract · breaching contract · contract breach
Written by attorneys · grounded in primary & secondary sources — see below
A violation of a contractual obligation by failing to perform a promise or by interfering with another's performance. Every breach gives rise to a claim for damages and may support additional remedies even when the injured party sustains no pecuniary loss.
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Bobby Brady purchased a home from Baxter Dynamics. The purchase contract required the seller to repair the roof before closing, but the deed contained no such promise. After accepting the deed at closing, Bobby discovered the roof remained unrepaired and sued for breach of contract. The court held that the contractual repair obligation merged into the deed and was discharged.
Bernard Bass contracted with Brighton Manufacturing to supply custom parts. Brighton deliberately delayed delivery to pressure Bass into paying a higher price. Bass sued for breach and sought punitive damages. The court refused to award punitives because the conduct, though willful, did not constitute an independent tort.
Bruce Baldwin assigned his right to payment under a supply contract to Beacon Bank. The original parties later modified the delivery schedule in good faith. When the buyer performed under the modified terms, the bank claimed breach by the assignor. The court held the modification effective against the assignee.
Bharat Bhatia hired a carrier to transport a mill shaft. The carrier delayed delivery, shutting down the mill. Bhatia sought lost profits. The court limited recovery to damages that naturally arose from the breach or were within the parties' contemplation at contracting.
Boreal Energy contracted with a towing company that included an English forum-selection clause. After the towed rig was damaged, Boreal sued in Florida for breach of the towage contract. The court dismissed the action, requiring litigation in the contractually chosen forum.
Bei Bai provided information to a newspaper after receiving a promise of confidentiality. The paper published his name, prompting his firing. Bai sued for breach of the promise. The court treated the assurance as creating a contractual obligation whose breach supported a damages claim.
When the buyer accepts the deed at closing, the contract merges into the deed. Promises not embodied in the deed are typically discharged unless they involve fraud, mutual mistake, or are collateral to the transfer.
Punitive damages are not recoverable for breach of contract unless the breaching conduct also constitutes a tort for which punitive damages are recoverable.
A modification made in good faith is effective against the assignee, who then acquires corresponding rights under the modified contract.
…fairly and reasonably be considered either (1) arising naturally, that is, according to the usual course of things, from such breach of contract itself, or (2) such as may reasonably be supposed to have been in the contemplation of both parties, at the time they made the contract, as the probable result of the breach of it. If the…