Also known as: material breaches of contract · material breach
Written by attorneys · grounded in primary & secondary sources — see below
A substantial failure to perform a contractual obligation that deprives the injured party of the benefit it reasonably expected. The failure excuses the injured party's remaining duties to perform and supports a claim for damages for total breach. Factors such as the adequacy of monetary compensation, the possibility of cure, and the extent of forfeiture guide the determination.
Megan Moore, an officer at Marathon Logistics, learns that a subordinate has diverted corporate funds. She fails to notify the board or any superior as required by her employment contract. The corporation treats her omission as a material breach of her employment obligations and terminates her without further payment.
Monica Morgan operates a Dairy Queen franchise. She stops paying required royalties for six months while continuing to use the brand. Dairy Queen treats the nonpayment as a material breach that excuses its remaining obligations under the franchise agreement.
Select any source to read its text and confirm it supports the definition.
Miranda Morales leases office space from Reste Realty. Repeated flooding from a roof defect prevents use of the premises for its intended purpose. The tenant treats the landlord's failure to repair as a material breach that justifies termination and relocation.
Melanie Morris, a corporate executive, diverts client funds through undisclosed side deals. The undisclosed self-dealing constitutes a material breach of her employment contract that supports a claim for damages.
Maya Malik enters a plea agreement requiring community service and restitution. She fails to complete the required service or make payments. The government treats the noncompliance as a material breach that allows it to pursue the original charges.
Courts focus on whether money damages can adequately compensate the injured party for the benefit lost. When compensation is feasible, the breach is usually treated as nonmaterial and the contract remains in force.
Yes. When the obligor materially breaches the accord before full performance, the obligee may elect to enforce the original duty rather than the accord.
An offer to cure weighs against materiality when it demonstrates that the injured party can still receive the expected benefit without disproportionate loss.
Delay is material when the contract or circumstances make timely performance essential or when the delay prevents the injured party from making reasonable substitute arrangements.
…whether the right is expressed in terms of breach of a covenant of quiet enjoyment, or material failure of consideration, or material breach of an implied warranty against latent defects. Plaintiff’s final claim is that assuming the tenant was exposed to a constructive eviction, she waived it by remaining on the premises for an…