10 Potential Grounds to Pursue a Breach of Contract Claim
Contract disputes frequently lead to arbitration or litigation. Breaches can result in substantial losses, and in many cases, hiring a Miami breach of contract lawyer to institute dispute resolution proceedings will be the best way forward.
But, determining if you have a breach of contract claim is not necessarily a straightforward process. Sometimes it is—for example if a counterparty fails to make payment when due—but in many cases, it is not. A Miami breach of contract lawyer can determine not only if your company has a claim for breach but also if pursuing arbitration or litigation makes sense in light of the damages your company has sustained (or will sustain) and the costs involved.
Common Examples of Breach of Contract Claims in Commercial Litigation
When can companies pursue breach of contract claims? Here are 10 examples of common claims in commercial contract litigation:
Non-payment is among the most common contractual breaches, and, as noted above, establishing a claim for non-payment is fairly straightforward in many cases. But, with complex commercial agreements, determining when payments are due can also prove challenging. Conditions on the obligation to pay, triggering events, deficient performance, cure periods and various other contractual provisions can all potentially come into play. As a result, assessing the viability of a claim for non-payment requires a careful review of the parties’ contract as well as a clear understanding of the facts at hand.
2. Non-Performance or Deficient Performance
Non-performance is among the most common breach of contract claims as well. So is deficient performance—when one party provides services or delivers a product that does not meet the standards and requirements established in the parties’ agreement. While non-performance can be fairly straightforward to prove in some cases, this is not always the case, and claims of deficient performance will usually be met with resistance.
3. Delayed Payment or Performance
Delays in payment or performance can trigger substantial losses. This is especially common in construction and real estate disputes and breaches involving various types of high-value commercial agreements. Absent a liquidated damages clause, in breach of contract litigation involving delayed payment and performance claims, one of the keys to recovering damages is proving that even untimely payment or performance will not make the negatively impacted party whole. Specific performance may be an appropriate remedy in some cases as well.
4. Wrongful Refusal to Renew
Many commercial contracts include renewal clauses that allow one party to extend the term of the parties’ agreement, subject to certain conditions. If one party has a conditional right to renew and the other party refuses to renew despite the satisfaction of all renewal conditions, this can justify a claim for breach.
5. Wrongful Refusal to Permit Assignment or Transfer
Refusal to approve a proposed assignment or transfer when all relevant conditions have been satisfied can also justify a breach of contract claim. The one major exception is when a party has a right of first refusal and exercises this right in accordance with the terms of the parties’ agreement. Otherwise, however, both damages and specific performance may be warranted.
6. Wrongful Termination
Wrongful termination claims are common with many types of commercial contracts. If a party is only permitted to terminate a contract for certain defaults, then purporting to terminate the parties’ contractual relationship for any other reason may itself constitute a default justifying legal action.
7. Breach of Confidentiality
Commercial parties may choose to include confidentiality clauses in their contracts for a variety of reasons. Regardless of why a contracting party seeks confidentiality, if its counterparty discloses confidential information in violation of the parties’ agreement, then legal action may be warranted. In fact, it may be necessary to take legal action promptly in order to try to curtail the effects of the breach. In many cases, the consequences of a breach of confidentiality cannot be undone, and the damages resulting from a breach can be substantial.
8. Breach of Non-Competition or Non-Solicitation Covenants
The same is true when parties breach non-competition and non-solicitation covenants. These clauses are generally enforceable in Florida, and they too can serve a variety of legitimate business purposes. If a party breaches a non-competition or non-solicitation clause, the financial and reputational costs can be substantial, and these are costs for which damages may be recovered.
9. Violations of Representations and Warranties
While representations and warranties are often viewed as “standard” contract terms, they must be carefully drafted and negotiated to ensure that they provide appropriate protections for both parties. When a party breaches one of its representations or warranties, this can justify legal action. This applies to breaches related to a party’s representations at the time of contracting (i.e., a representation that a party is not currently in bankruptcy or facing litigation), as well as a party’s representations and warranties regarding its products or performance.
10. Failure to Indemnify
Many commercial contracts include indemnification clauses that apportion liability between the parties in the event of a third-party claim. In most cases, the parties will (or should) have insurance that covers their indemnification liability. If one party fails to provide indemnification as required, this is a breach of contract that may warrant swift legal action. However, contracting parties’ indemnification obligations will not always be clear, so it is important to have a Miami breach of contract lawyer conduct a thorough analysis of this situation as well.
Again, these are just examples. Contacts can contain numerous different terms that are specific to the parties’ relationship or the nature of the transaction involved. If you have questions about pursuing a breach of contract claim related to any provision of a commercial agreement, you should discuss your company’s options with a lawyer.
Contact a Miami Breach of Contract Lawyer Today
Our lawyers represent companies throughout Florida in litigation involving all types of commercial contracts. If you would like to speak with a breach of contract lawyer at our law offices in Miami, please call 305-768-9909 or request a free consultation online today.