Every business transaction is based on a contract and analyzed under applicable rules of contract law. Companies of any size deal in contracts daily with customers, employees, vendors, suppliers, distributors and others, including sizeable real estate transactions and other deals. If something goes awry in the business relationship, the parties, arbitrators or the courts will look to the terms of the contract to see if it was breached, who violated it, and what monetary damages or remedies may be due. The litigation attorneys at King & Jones provide sound legal advice and zealous representation in the prosecution, defense and resolution of breach of contract disputes. Call our office to discuss your contract claims, defense or other concern.
Basically, a contract is formed when one party makes an offer and the other party accepts it. There must be a meeting of the minds, or mutual assent, meaning the parties agree on the terms of the contract they are making. There must also be an exchange of something of value, known in contract law as consideration. In other words, the parties must promise to do something they wouldn’t otherwise be obligated to do – perform a service, sell a good, make a payment.
Written contracts can take many forms. They may be expressly titled as a contract, but an employment agreement, a company handbook, a bill of sale or receipt can also be evidence of a contractual relationship. Contracts can also be formed orally without any writing, assuming the elements described above are present. Some contracts have to be in writing to be valid and enforceable, such as contracts for the sale of goods valued at $500 or more, contracts that cannot be performed in less than a year, contracts involving real property, and others.
Oral and written contracts are usually expressly created, but courts can also find that contracts are implied in law based on the conduct of the parties toward one another. An implied contract might be imposed by a court to prevent one party from being unjustly enriched, such as when one party performs a service for another expecting payment, even if the parties did not expressly agree on the terms of the service.
Proving the existence of a contract, whether oral or written, express or implied, is sometimes a necessary early step in breach of contract litigation. Once proven, the parties next move to arguing how that contract should properly be interpreted. This stage involves analyzing and determining the intention of the parties, which might not be apparent from the document itself. Can parties introduce evidence from outside of the contract? Getting the best evidence in front of the court can be critical to success, but rules of contract interpretation and the terms of the contract itself will dictate what evidence the court can see and hear. The veteran breach of contract lawyers at King & Jones bring decades of experience in litigating contract disputes and other business litigation to bear in resolving critical questions surrounding an alleged breach, such as:
Assuming one party breached the contract, what remedy or remedies are appropriate to make the aggrieved party whole and compensate them for the breach? This issue can be as complex and vigorously contested as the issue of liability, or even more so. Typical remedies for a breach of contract include:
Expenses or costs that derive directly from the breach and would be experienced by any non-breaching party.
Harm that is specific to the non-breaching party in this particular case. Also called consequential damages, special damages are less frequently recoverable in breach of contract lawsuit cases and are more likely in business tort claims.
An amount of money written into the contract as damages in case of a breach. Liquidated damages provisions are usually only enforced if they meet certain requirements under the law of the state interpreting the contract. For instance, they are generally only allowed when general damages cannot be reasonably assessed, and only to the extent the amount is deemed reasonable.
When money damages would be insufficient to compensate the non-breaching party, the court could order the breaching party to perform its obligation under the contract. Specific performance is sometimes ordered in real estate contracts since each piece of property is considered unique under the law.
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For strategic advice and assistance in the resolution of a breach of contract claim or representation as a plaintiff or defendant in breach of contract litigation in Chicago or nationwide, call King & Jones at 312-372-4142 to discuss your case with a skilled and experienced contract dispute lawyer.