Breach Flashcards
Breach
a failure to perform a promise is a breach CL–substantial performance UCC–perfect tender/right to cure
Material Breach Common Law
When a party does not receive the substantial benefit of her bargain as a result of failure of the other party to perform or defective performance.
Minor Beach Common Law
Minor Breach A breach of contract is minor if the party gains the substantial benefit of her bargain despite the defective performance. The effect of a minor (immaterial) breach is to provide a remedy for the immaterial breach to the aggrieved party. The aggrieved party is not relieved of her duty of performance under the contract.
Anticipatory Repudiation
Elements
Anticipatory repudiation:
a. Elements:
i. Unambiguous statement or conduct;
ii. Indicating that the repudiating party will not perform;
iii. Made prior to the time performance was due
Effects of Anticipatory Repudiation
-
Effect: Excuses the other pty’s duty to perform, & gives rise to immediate claim for damages for breach unless claimant already finished her performance.
- If claimant finished performance, must wait till after date performance was due to sue for breach.
- Retraction: AP reversed if timely retracted & no mat’l change in pos. of other pty (but can seek adeq assur)
- Insecurity—Adequate Assurances:
Insecurity
Insecurity
If the words or conduct give reasonable grounds for insecurity the party can make a written demand for adequate assurance suspend performance until received.
Under UCC, failure to assure within 30 days is repudiation.
CL failure to assure within a reasonable time is repudiation.
Installment Contracts
nstallment contracts requires or authorizes the delivery of the goods in separate lots to be separately accepted. The buyer has the right to reject an installment only where there is substantial impairment in that installment that cant’ be cured by subsequent delivery.
Warranties
