Sometimes, a contract is written so poorly that the contracting parties do not know the exact terms of the agreement. If the parties do not know what their legal rights and obligations are, then it makes it difficult to enforce the terms of a contract and easy for a party to sue the other for a breach of contract. So what is a breach of contract?
Identifying whether a valid California contract exists
The first step, and usually the easiest step, is determining whether a contract even exists. For the most part, this is simple because most businesses have a written agreement that memorializes each other’s expectations. However, in order for a contract to be valid in California, the following must exist:
- An offer : One party must make an offer to enter into the agreement
- Acceptance: The other party must accept the agreement
- Consideration: Something of value must be exchanged. This is usually in the form of money but it could also include obligating a party to do or not to do some act.
Additionally, there must have been a meeting of the minds and the contract itself must not violate public policy.
There are other nuances that may come into play to determine whether a valid California contract exists, but these elements are generally what the California courts look to in making the determination one way or the other.
What do in a California Breach of Contract
There are several defenses if someone sues another for a breach of contract. There are a lot of affirmative defenses, but the most common are the following:
- Statute of Limitations: This refers to the maximum time after the breach that a person can sue to recover for damages. In California, for a breach of written contract, a person has four years from the date the contract was broken to file suit. Moreover, in California, for a breach of oral contract, a person has two years from the date the contract was broken to file suit. This deadline is important, it can determine whether a person can file suit or not and even if a person has suffered millions of dollars’ worth of damages, the court will not care. There are some exceptions to this rule, however, but a person will likely need an experienced Burbank attorney to determine whether a claim can still be pursued outside of the statute of limitations period in California. Contact an experienced Burbank contract attorney at Rodriguez Lopez, APC to for help.
- Claim no breach of contract: A contract should have clear terms. If both parties are following the clear terms of the contract then it should be easy to defend against a claim of breach of contract by offering evidence that neither party breached the contract.
- Statutory defenses: There might be statutes that apply to the defense of a breach of contract claim. As to California oral contracts, for example, the Statute of Frauds is routinely cited when a person is accused of breaching a contract. The Statue of Frauds lists the several types of contracts that need to be in writing. Other statutes that might be cited include California Civil Code 1608, which states that if any part of the consideration is unlawful, then the entire contract is void. Contact an experienced Glendale contract attorney at Rodriguez Lopez, APC to determine whether a California statutory defense applies against a breach of contract claim.
- Unclean hands: Though rarely successful, this is still an affirmative defense that should be raised. This defense asserts that a plaintiff cannot recover damages because the plaintiff did something unlawful as well. Accordingly, the plaintiff should not be entitled to any remedies.
- Prevented from performance: There may be times when a person has the full intention and ability to fulfill the contract requirements when it was first entered into. However, California real estate law recognizes that situations can change and parties might become unable to perform what they agreed to do.
- No Damage to the Plaintiff: As a general rule, in order to file a lawsuit and have standing to file the lawsuit, a person needs to have suffered damages. This means if that if the plaintiff did not suffer any damages, then there is no recourse that the court can provide even if there was indeed a breach of contract.
- Rescission: Rescission is the cancellation of a contract. Contact an experienced attorney at Rodriguez Lopez, APC, to determine whether rescission is an available defense for a California breach of contract case.
- Privilege: The defendant can assert that they had the privilege to engage in the action that allegedly caused the breach in question. For example, if the plaintiff allowed the defendant to be late on a payment.
- Lack of capacity: This defense is raised when a defendant did not have the mental capacity to enter into a contract.
- Absence of condition precedent: A condition precedent is a clause within the agreement that states that a party must accomplish a certain duty before the contract can move forward.
There are many more defenses to a breach of contract and business owners should be mindful of them. If you need help with a California breach of contract claim, contact an experienced Glendale attorney at Rodriguez Lopez, APC.
Glendale real estate law firm Rodriguez Lopez, APC, provides legal services throughout all of California, including: Los Angeles, Glendale, Burbank, Santa Clarita, Valencia, Pasadena, and North Hollywood. Rodriguez Lopez, APC, also provides legal services to select cities in Kentucky. Check out our locations to see if we can help you or your business.
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