A Contract Was Breached. What Happens Next?
Separate whether the duty is discharged from what remedy is available.
Performance
Complete performance normally discharges duties. Substantial performance can have different consequences from a material breach.
Agreement
Parties can modify or discharge obligations through mechanisms such as mutual rescission, accord and satisfaction, or novation.
Impossibility and similar doctrines
Certain unforeseen events can excuse performance under applicable standards. Difficulty or higher cost alone is not automatically legal impossibility.
Damages
Potential remedies can include compensatory, consequential, and enforceable liquidated damages depending on the facts.
Specific performance
Courts may order performance when money damages are inadequate, often involving unique property.
The takeaway
First determine whether the contractual duty still exists. Then determine the remedy.
Related Summit guides
FAQ
Does every breach allow specific performance?
No.
Are punitive damages common for ordinary breach?
Generally no.
Can parties agree to discharge a contract?
Yes.