Breach of Contract Lawyer Orlando
In an ideal business world, parties would make agreements, both sides would be satisfied with the outcome of the deal, and no disputes or disagreements would ever arise. Anyone who has been in business long enough, however, can you tell you that in reality, things happen. In fact, over 10% of all business contracts end in a significant claim or dispute. Delays, financial problems, unforeseen events, and even down-right dishonesty occur on a daily basis when it comes to business dealings. My name is Rahul Parikh and I am the managing partner of Parikh Law, P.A. The following is a discussion of what a “breach of contract” or “contract dispute” means. If you are unfamiliar with the legal concept of a contract, feel free to read more here.
What is a breach of contract?
A valid, binding, legal contract creates certain obligations and rights for both parties. Contracts are legally enforceable, meaning that they may be enforced by a court of law or an arbitrator. Each party must fulfill their obligations pursuant to the terms of their contract. Legally, one party’s failure to fulfill their obligations is known as a “breach” of the contract. In other words, a breach of contract occurs when one party in a binding legal agreement fails to deliver or perform according to the terms of the agreement.
For example, let’s say that the parties agree that Bob the Builder will build Henry Homeowner’s house in 120 days. The parties agree, in their contract, that time is of the essence. Henry Homeowner is to pay Bob the Builder $100,000. When Henry Homeowner pays $100,000 and Bob the Builder fails to complete the home in 120 days, Bob the Builder has “breached” the contract by failing to fulfill his promise of building the home in a specified time frame. It’s time for Henry Homeowner to contact a qualified business litigation attorney to review his contract and the circumstances surrounding Bob the Builder’s breach of the contract and help resolve the issue.
In order to win a breach of contract claim in Florida, a party must prove:
- There was a legally enforceable contract
- A contractual promise was broken
- The broken promise caused damages to the suing party
In our example, Bob and Henry entered into a written contract. Bob did not have the home built in 120 days as he promised to do. And Bob likely suffered some damages (perhaps he had to continue to rent somewhere, or the cost of the project went up, etc.).
In order to bring a breach of contract lawsuit forward, a party must be able to prove all three of the elements written above. To defend against a breach of contract lawsuit, a defendant only needs to prove that one element wasn’t satisfied.
In real life, some breaches are obviously very important, and others are less so. For this reason, some breaches of contract are “material” while others are “immaterial” or “minor.” Whether a breach is material or not will determine what the proper legal solution or “remedy” for the breach is. In our example, if Bob the Builder failed to put a roof on the newly constructed home within 120 days, this would be a material breach of the contract as there is no way he will be able to get that done with a small extension. In contract, if Bob the Builder had the entire home constructed but was just waiting on the front door to install due to a delay with the door manufacturer, this would likely be a minor breach and the parties would be able to work it out without resorting to litigation.
What happens if a party breaches the contract?
When a party breaches the contract, the other party usually will want to enforce the contract on its terms. After all, when two parties enter into an agreement, they expect that what they originally bargained for is what they are going to get. They have a “bargained for expectation.” Usually, this process begins with informal negotiations and mediation to amicably resolve the contract dispute or “breach” without having to file a lawsuit and go to court. Often though, when these informal attempts to settle the dispute fail, the non-breaching party will file a lawsuit in the proper jurisdiction to have a court of law enforce the terms of the contract.
Whether filing a lawsuit is a good idea or not will depend on several factors that can only properly be addressed by contacting an Orlando breach of contract attorney and discussing the details of your situation. All cases are different, but generally, some things to consider are (1) how much money is at dispute and is it worth it to file a lawsuit, (2) what were the terms of your actual contract and do you fully understand those terms as they are on paper and legally binding versus what you thought they were, and (3) is the defendant or breaching party solvent enough to pay if they lose in court.
If you have a contract with a person, business, or other entity and they are not fulfilling the terms that you bargained for which has resulted in monetary loss to you, contact our Orlando breach of contract attorneys today.
What are the remedies or solutions to a breach of contract?
When an individual or business breaches a contract and the other party enforces that contract through the courts with the assistance of a business litigation lawyer, the courts can order that the breaching party either (1) pay damages, (2) specifically perform, or (3) that the contract be rescinded or canceled and restitution be paid.
The payment of damages, or payment in one form or another, is the most common remedy for a breach of contract. The type of damages includes, but are not limited, to the following:
- Compensatory damages are the most common type of damages granted by the courts. Compensatory damages aim to put the non-breaching party back into the position that they would have been if the breach never occurred at all. This form of damages ensures that the non-breaching party gets what they bargained for in the first place.
- Nominal damages are known as “token” damages and are awarded to a plaintiff who shows that the other party did breach the contract, but the non-breaching party did not actually lose any money or was unable to prove that they did.
- Liquidated damages are very specific damages that are agreed to by the parties before a breach ever occurs. Liquidated damages are usually listed in the contract or agreement itself and call for a specific amount of money to be paid if the contract is breached by either party. Liquidated damages must be reasonable under the circumstances and must only be used when commuting actual compensatory damages is impossible or highly unrealistic. Liquidated damages clauses can not be used as a punishment against either party but are only appropriate when it is difficult to determine the monetary amount that a breach would cause.
- Punitive damages are well known by the public due to high profile truck accidents, class action, and other personal injury type cases. Punitive damages are rarely granted in breach of contract cases. In order to obtain punitive damages, the non-breaching party must show that the breaching party participated in wrongful acts and that their intention or outrageous behavior calls for punishment. Although everyone who has a contract dispute feels that the other party may have acted intentionally or outrageously, the behavior must meet the scrutiny of the law and not opinion. Punitive damages are punishing damages and are awarded above and beyond compensatory damages. It is very difficult to obtain these in a business contract lawsuit.
Specific Performance. When damages are not adequate as a legal remedy, courts may order specific performance of the contract by the breaching party. Specific performance means that the court will order the breaching party to actually perform under the contract and do what they originally promised to do. This remedy is only used if the subject matter of the contract is rare or unique and when monetary damages will not suffice to place the non-breaching party in a position that is as good as what they bargained for had it occurred.
I am being sued for breach of contract, do I have any defenses?
As mentioned above, a defendant only has to prove one of the three elements to win their breach of contract case. A defendant in a breach of contract case has 20 days to file a responsive pleading after being served by the plaintiff with the complaint and summons. If the defendant denies all of the plaintiff’s claims in the plaintiff’s complaint, then the plaintiff has the burden of proving their case by a preponderance of the evidence.
In addition to denying all of the plaintiff’s allegations, the responsive pleadings should also include affirmative defenses. If the defendant feels that the plaintiff also breached the contract or engaged in wrongdoing, then the defendant may file a counter-complaint as well.
If you are being sued for breach of contract, contact our contract dispute trial lawyers at Parikh Law, P.A. today to discuss your rights and defenses.
Common Defenses to an Allegation of Breach of Contract
There are many defenses to breach of contract allegations. Some common defenses include, but are not limited to:
- Unclean Hands
- Fraud in the Inducement
- The Statute of Limitations
- Impossibility of Performance
There are many defenses to breach of contract claims. Each case is different, and so is each defense. The only way to fully be advised about your situation is to contact our business law firm at 321-558-2704 to discuss the unique aspects of your case.
Business owners should seek to protect their interests by retaining qualified advisors for assistance well before a breach of contract ever arises. If you have a breach of contract dispute in Central Florida, do not hesitate to call Parikh Law, P.A at 321-558-2704.