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Breach of Contract: Causes, Consequences, and Remedies

In this blog, we will unravel the diverse causes behind contract breaches, ranging from non-performance and delayed delivery to outright refusal to fulfill contractual obligations. Additionally, we will examine the far-reaching consequences such breaches may entail for both parties involved, including financial losses, damaged relationships, and potential legal ramifications. Furthermore, a comprehensive overview of the available remedies, such as monetary damages, specific performance, and contract termination, will be provided, shedding light on the avenues available to address and rectify breaches of contract.

What is a Breach of Contract?  

A breach of contract occurs when one party fails to fulfill its obligations as outlined in a legally binding agreement, leading to a violation of the terms and conditions specified in the contract. This failure to perform can manifest in various ways, such as a party not delivering goods or services as promised, not meeting agreed-upon deadlines, or deviating from the stipulated terms. A breach can be categorized as either material, where the violation is significant enough to undermine the core purpose of the contract, or immaterial, where the breach is minor and doesn’t substantially affect the overall agreement. When a breach occurs, the non-breaching party may be entitled to remedies such as damages, specific performance, or termination of the contract, depending on the nature and severity of the violation, as well as the terms outlined in the agreement and applicable legal principles. Legal action may be pursued to enforce the contract and seek compensation for losses incurred due to the breach.

Common Causes of Breach of Contract

Breach of contract is a significant issue in business law, often arising from various factors that can lead to disputes between parties involved in contractual agreements. Understanding the common causes of breach of contract is essential for businesses to mitigate risks and ensure smoother transactions.

One common cause is a failure to perform contractual obligations. This occurs when one party does not fulfill the terms and conditions outlined in the agreement. This may include delays in delivery, substandard work, or non-compliance with specified requirements. Such breaches can result in financial losses, damage to reputation, and strained business relationships.

Misrepresentation is another frequent cause of contract breaches. When one party provides false or misleading information during negotiations or in the contract itself, it can lead to misunderstandings and disputes. This may involve false statements about the quality of goods or services, financial stability, or other critical aspects of the agreement.

A third cause is an anticipatory breach, where one party indicates, through words or actions, that they do not intend to fulfill their contractual obligations. This could be evident through a clear refusal to perform, an inability to meet deadlines or a declaration of intent to breach the contract. Anticipatory breaches often allow the other party to pursue legal remedies without waiting for the actual breach to occur.

Lastly, external factors such as unforeseen events or “force majeure” events can lead to breaches. These events, including natural disasters, political instability, or economic crises, may make it impossible for a party to fulfill their contractual obligations. Many contracts include force majeure clauses to address such situations, but disputes can still arise over the application of these clauses.

Consequences of Breaching a Contract 

The consequences of a breach of contract in business law can have far-reaching implications for the parties involved. These repercussions often extend beyond mere financial losses and can impact relationships, reputation, and legal standing.

One significant consequence is the potential for financial damages. When a party breaches a contract, the non-breaching party is entitled to seek compensation for the losses suffered as a result of the breach. These damages can include direct financial losses, consequential damages arising from the breach, and sometimes even punitive damages if the breach is deemed willful or malicious.

Moreover, a breach of contract can strain business relationships and tarnish reputations. Trust is a vital component of any business transaction, and when one party fails to fulfill its obligations, it erodes the trust between the parties involved. This can lead to a breakdown in the business relationship, making it difficult for the parties to collaborate in the future. Negative word-of-mouth and damage to professional reputations can further exacerbate the consequences of a breach.

Legal consequences are also a significant consideration. The non-breaching party may choose to pursue legal remedies, such as filing a lawsuit to enforce the contract or seeking specific performance, where the court orders the breaching party to fulfill their contractual obligations. In some cases, alternative dispute resolution methods like mediation or arbitration may be employed to resolve the dispute without going through the lengthy court process.

Lastly, a breach of contract can trigger contractual remedies outlined in the agreement itself. Many contracts include clauses specifying the consequences of a breach, such as termination of the contract, forfeiture of deposits or advance payments, or the imposition of penalties. These contractual remedies provide a framework for addressing breaches and can influence how the parties handle disputes.

Legal Remedies For Breach of Contract  

Legal remedies for breach of contract in business law provide a framework for parties to seek redress when one party fails to fulfill its contractual obligations. These remedies are designed to compensate the non-breaching party for the losses suffered and, in some cases, to compel the breaching party to fulfill their contractual duties. Here are several common legal remedies available in the context of breach of contract:

• Damages : Damages are the most common remedy for breach of contract. The non-breaching party may seek monetary compensation to cover the financial losses incurred due to the breach. There are various types of damages, including direct damages that result directly from the breach and consequential damages that arise as a consequence of the breach.
• Specific Performance : In certain situations, a court may order specific performance, requiring the breaching party to fulfill their contractual obligations as outlined in the agreement. This remedy is typically sought when monetary compensation is deemed inadequate, such as in cases involving unique goods or services.
• Rescission : Rescission involves canceling the contract and restoring the parties to their pre-contractual positions. This remedy is often pursued when the breach is so fundamental that continuing with the contract is no longer feasible or beneficial.
• Injunctions : Courts may issue injunctions to prevent the breaching party from taking certain actions or to compel them to perform specific duties. Injunctions are particularly relevant in cases where ongoing harm is likely to occur if immediate action is not taken.

It’s important to note that the availability of these remedies may vary based on the specific circumstances, the nature of the breach, and the terms of the contract. Additionally, parties may choose alternative dispute resolution methods, such as arbitration or mediation, as specified in the contract, to resolve their disputes without resorting to litigation.

Understanding the legal remedies available is crucial for businesses when entering into contractual agreements, as it allows them to assess the potential courses of action in the event of a breach and helps mitigate risks associated with contractual relationships.

Seek Guidance From a Georgia Breach of Contract Attorney

Navigating the complexities of breach of contract in business law requires a comprehensive understanding of the causes, consequences, and available remedies. Businesses must prioritize the drafting of clear and detailed contracts, conduct due diligence during negotiations, and be proactive in addressing potential issues to minimize the risk of disputes. While breaches can lead to financial losses, strained relationships, and legal consequences, being aware of the legal remedies, such as damages, specific performance, rescission, and injunctions, empowers parties to seek redress and enforce their contractual rights.

If you find yourself grappling with a breach of contract or seeking guidance on how to fortify your contractual relationships, Sparks Law is here to help. Our experienced business law attorneys can provide tailored advice to address your specific needs. Contact us today to ensure that your business transactions are built on a solid legal foundation, protecting your interests and fostering successful collaborations.

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7.3 Breach of Contract and Remedies

Once a contract is legally formed, both parties are generally expected to perform according to the terms of the contract. A breach of contract claim arises when either (or both) parties claim that there was a failure, without legal excuse, to perform on any, or all, parts and promises of the contract.

Several inquiries are triggered when a breach of contract claims is initiated. The first step is to determine whether a contract existed in the first place. If it did, the following questions may be asked: What did the terms of the contract require of the parties? Were the contractual terms modified at any point? Did the breach actually occur? Was the claimed breach material to the contract? Does any legal excuse or defense to enforcement of the contract exist? What damages were caused by the breach?

Material vs. Minor Breach

The parties’ obligations and remedies for a breach of contract depend on whether the breach is considered material or minor.

When something substantially different from what was expected under the terms of the contract is delivered, the breach will be considered material. For example, the breach will be considered material if the contract promises the delivery of Christmas ornaments, but the buyer receives a box of candies. In the case of a material breach, the non-breaching party has the right to all remedies for breach of the entire contract and is no longer expected to perform their obligations. In considering whether a breach is material, courts will determine whether the non-breaching party still received a benefit, and if so, how much was received, adequate compensation for the damages, the extent of the performance (if any) by the breaching party, any hardship to the breaching party, the negligence or intent behind the behavior of the breaching party, and finally, the possibility that the breaching party will perform the remainder of the contract.

There are times, however, that despite the breaching party’s failure to perform some of the contract, the other party still receives a majority of the goods or services specified in the contract. In this case, the breach will be considered minor. For example, the breaching party may be late on delivering goods or services promised under a contract that does not specify a firm delivery date and that doesn’t state that time is of the essence. In this case, a reasonably short delay would likely only be considered a minor breach of the contract. Consequently, the non-breaching party would still be required to perform as pursuant to the contract. However, damages may be available to them if they suffered some harm as a result of the delay.

Typically, the remedies that will be available if a breach of contract is found are money damages, restitution, rescission, reformation, and specific performance.

Money damages include compensation for financial losses caused by the breach.

Restitution restores the injured party to status quo or the position they had prior to the formation of the contract, by returning to the plaintiff any money or property given pursuant to the contract. This type of relief is typically sought when a contract is voided by courts due to a finding that the defendant is incompetent or lacks capacity.

Rescission or reformation may be available to parties who enter into contracts by mistake, fraud, undue influence, or duress. Rescission terminates the duties of both parties under the contract, while reformation allows courts to equitably change the contract’s substance.

Specific performance compels one party to perform the promises stated in the contract as nearly as practicable. Specific performance is only mandated when money damages do not adequately compensate for the breach. Personal service, however, may not be used to compel specific performance, since doing so would constitute forced labor, i.e. slavery, which is in violation of the U.S. Constitution.

Inevitably, when valid contracts are created, the potential for breach exists. An understanding of what happens when a contract’s terms are breached is fundamental to an understanding of contract law.

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§ 2-210. Delegation of Performance; Assignment of Rights.

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(1) A party may perform his duty through a delegate unless otherwise agreed or unless the other party has a substantial interest in having his original promisor perform or control the acts required by the contract . No delegation of performance relieves the party delegating of any duty to perform or any liability for breach.

(2) Unless otherwise agreed all rights of either seller or buyer can be assigned except where the assignment would materially change the duty of the other party, or increase materially the burden or risk imposed on him by his contract , or impair materially his chance of obtaining return performance. A right to damages for breach of the whole contract or a right arising out of the assignor's due performance of his entire obligation can be assigned despite agreement otherwise.

(3)Unless the circumstances indicate the contrary a prohibition of assignment of "the contract" is to be construed as barring only the delegation to the assignee of the assignor's performance.

(4) An assignment of "the contract" or of "all my rights under the contract" or an assignment in similar general terms is an assignment of rights and unless the language or the circumstances (as in an assignment for security) indicate the contrary, it is a delegation of performance of the duties of the assignor and its acceptance by the assignee constitutes a promise by him to perform those duties. This promise is enforceable by either the assignor or the other party to the original contract .

(5) The other party may treat any assignment which delegates performance as creating reasonable grounds for insecurity and may without prejudice to his rights against the assignor demand assurances from the assignee (Section 2-609 ).

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Home > Legal Guide > Contract Law > Legal Guide to Contract Breaches and Remedies

Legal Guide to Contract Breaches and Remedies

Contract breaches are not always clear-cut; they often exist along a continuum, from minor deviations to significant failures that fundamentally undermine the agreement. In this guide, we will discuss the various types of contract breaches, explore the range of remedies available, and also touch upon the distinct variations under the Uniform Commercial Code (UCC).

Types of Contract Breaches

Material Breach: A material breach, sometimes referred to as a fundamental breach, is a severe violation of the contract that strikes at the heart of the agreement's purpose. This type of breach occurs when one party fails to perform a substantial contractual obligation, undermining the contract's fundamental objective. The severity of a material breach typically allows the non-breaching party to terminate the contract and seek damages.

Immaterial Breach: An immaterial breach (sometimes referred to as a minor breach) is when the breach does not fundamentally undermine the contract's purpose, and the breaching party has substantially performed its part of the agreement. In such cases, the non-breaching party is still obligated to fulfill their duties under the contract but will be entitled to any damages arising from the breach.

Anticipatory Breach: An anticipatory breach, or anticipatory repudiation, happens when one party clearly indicates they will not fulfill their contractual duties before the performance is due. This breach allows the non-breaching party to consider the contract breached immediately, seek remedies, and potentially terminate the contract without waiting for the actual time of performance.

Damages and Remedies for Breach

In breach of contract cases, the type of damages awarded hinges on the nature and extent of the breach, the party at fault, and the resulting consequences.

Expectation Damages: Expectation damages are intended to put the non-breaching party in the position they would have been in if the contract had been fully performed. This means compensating them for any lost benefits or profits directly resulting from the breach.

Reliance Damages: Reliance damages are awarded to reimburse the non-breaching party for expenses or losses incurred while preparing for or performing the contract. Unlike expectation damages, reliance damages are not focused on the benefits that would have been received had the contract been fully performed, but rather on putting the non-breaching party back in the position they were in before the contract was made in the first place. For example, if someone hires a contractor to renovate a house and the contractor backs out after the work has started, the homeowner could claim reliance damages for the expenses already incurred, like the cost of materials or any preparations made based on the contractor's promise.

Restitution: Restitution is primarily concerned with preventing unjust enrichment. It is awarded when one party has conferred a benefit upon another party in the course of performing a contract, and it would be inequitable for the benefitted party to retain that benefit without paying for it. Restitution is often used when a contract is voided or unenforceable, or when a party has partially (but not substantially) performed. That is, a party who substantially performed should be entitled to what they were due under the contract minus the damages caused by the breach. On the other hand, a party who has not substantially performed (i.e. materially breached) may only be able to recover damages representing the value they conferred to the non-breaching party.    

Consequential Damages: Consequential damages refer to secondary losses that arise as a foreseeable result of a breach, not directly from the breach itself. For instance, if a company misses critical deadlines due to a software vendor's failure to deliver, the company can claim consequential damages for lost future revenue, in addition to direct damages like the cost of replacement software.

Liquidated Damages: Liquidated damages are a pre-determined sum stipulated in a contract, payable by a breaching party to compensate the non-breaching party for any anticipated losses arising from the breach.

Specific Performance: Specific performance is an equitable remedy courts use to require that a breaching party fulfill the obligations under the contract (rather than allowing them to simply pay monetary compensation). This remedy is generally used in connection with real estate transactions and where other unique items or services are involved such that monetary damages cannot adequately compensate the non-breaching party.

Injunction: An injunction is a court order directing a party to do or refrain from doing specific acts. This remedy is meant to prevent irreparable harm or to maintain the status quo during the resolution of a legal dispute. For example, if a former employee attempts to use confidential information in violation of a non-disclosure agreement, an injunction can be sought to prevent the misuse of this information.

Rescission: Rescission essentially cancels the contract and releases both parties from their obligations. This is an ideal option for unwinding/voiding contracts that were formed under duress, fraud, or misrepresentation.

Reformation: Reformation involves modifying the contract to reflect what the parties actually intended. This remedy may be applied in cases where the written contract has errors or does not fully express the agreement's terms.

Understanding Breaches and Remedies under the Uniform Commercial Code (UCC)

Now that we have discussed the various types of contract breaches and the legal remedies available under common law, let's examine them under UCC which governs contracts for the sale of goods, encompassing a wide range of transactions, from the sale of tangible products to mixed transactions involving both goods and services.

The Perfect Tender Rule : One fundamental principle of the UCC is the "perfect tender rule." Traditionally, under the perfect tender rule, a seller would be in breach if they did not deliver goods that conformed exactly to the terms of the contract in every aspect—quantity, quality, delivery time, and other specifications. However, in practice, minor deviations might not always constitute a breach, especially if they don't significantly affect the overall value or usability of the goods. For example, slight variations in product specifications that are generally acceptable in the trade or that do not materially alter the value of the goods might not be seen as breaching the contract.

The Right to Cure : The UCC affords sellers the “right to cure” in certain circumstances, meaning that if the initial delivery of goods is non-conforming, the seller may have an opportunity to correct the issue by delivering conforming goods within the contract's time for performance.

Installment Contracts : In cases involving installment contracts, where goods are to be delivered in multiple installments, a breach in one installment does not necessarily constitute a breach of the entire contract. Each installment is treated as a separate contract, and a breach in one installment only gives rise to remedies for that specific breach. For example, if a buyer agrees to purchase 1000 laptops to be delivered in monthly installments of 100, a breach in the first delivery does not automatically void the entire contract; it only pertains to the first installment.

Buyer's Remedies Under the UCC

When it comes to damages, the UCC takes an approach that generally aligns with the principles of expectation remedies as discussed above in the sense that the non-breaching party should be in as good a position as they would have been had the contract been fully performed. 

Thus if a buyer receives goods that do not conform to the contract's requirements in terms of quantity, quality, or other specifications, they can reject the goods and sue for damages, which would be the difference between the contract price and market price.

The buyer also has the “right to cover,” which means that when a seller breaches the contract, the buyer can purchase substitute goods from another source and recover from the seller the difference between the contract price and the price they had to pay for the substitutes.

Alternatively, a buyer can choose to accept non-conforming goods as is, and seek damages for the difference between the value of the conforming goods (had they been delivered exactly to the specifications agreed to in the contract) and the value of the non-conforming goods as accepted by the buyer.

The UCC provides that buyers are entitled to both incidental and consequential damages. Incidental damages cover expenses directly related to the breach, such as costs incurred in obtaining substitute goods. Consequential damages, on the other hand, refer to losses that occur as a secondary effect of the breach, such as lost profits or additional operational costs that arise from not having the goods as promised. These damages are meant to compensate the buyer for the financial impact of the breach, beyond just the immediate cost of the goods themselves, and are recoverable provided they were foreseeable and directly linked to the breach. contract

Seller’s Remedies Under the UCC

Under the UCC, if a buyer fails to fulfill their contractual obligations, such as not paying on time or refusing to accept conforming goods, the seller can cancel the contract and sue for the difference between the contract price and the market value of the goods at the time of the breach.

Alternatively, the seller can resell the goods to a third party and then claim any losses from the original buyer, (such as the difference between the original contract price and the resale price), plus any additional costs incurred due to the buyer's breach.

Note that if the goods are unique or cannot be resold easily, the seller may claim the full contract price from the buyer as damages. This is especially relevant in cases involving custom-made or specially ordered items, such as shirts with team logos or purpose-built furniture ordered to spec.

Finally, the seller has the right to recover incidental damages resulting from the buyer's breach, which may include costs incurred in caring for and preserving the goods after the breach, expenses in connection with the return or resale of the goods, and any other reasonably incurred expenses directly resulting from the buyer's failure to fulfill the contract terms. 

Understanding and effectively handling contract breaches requires not only knowledge but also practical legal expertise. If you find yourself in a situation where you need to address a breach or enforce a contract, Through AAL’s directory, you can find a number of attorneys with extensive experience in practicing contract law who can provide you with tailored advice and effective solutions, ensuring your contractual matters are handled with expertise and care.

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What Is a Breach of Contract?

• How It Works
• Legal Issues

How to Avoid a Breach of Contract

Damages and legal remedies, economics of a breach of contract.

• Societal Effects
• Breach of Contract FAQs

The Bottom Line

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Breach of Contract Explained: Types and Consequences

Erika Rasure is globally-recognized as a leading consumer economics subject matter expert, researcher, and educator. She is a financial therapist and transformational coach, with a special interest in helping women learn how to invest.

Investopedia / Ellen Lindner

A breach of contract is a violation of any of the agreed-upon terms and conditions of a binding contract. The breach could be anything from a late payment to a more serious violation, such as the failure to deliver a promised asset .

A contract is binding and will hold weight if taken to court. If it can be proved that a contract was breached, the remedy would generally be to give the victim what they were initially promised. A breach of contract is not considered a crime or even a tort , and punitive damages are rarely awarded for failing to perform promised obligations.

Key Takeaways

• A breach of contract occurs when one party in a binding agreement fails to deliver according to the terms of the agreement.
• A breach of contract can happen in both a written contract and an oral contract.
• The parties involved in a breach of contract may resolve the issue among themselves or in a court of law.
• There are different types of contract breaches, including a minor or material breach and an actual or anticipatory breach.
• A breach of contract is not considered a crime or even tort and rarely results in extra monetary compensation.

Understanding a Breach of Contract

A breach of contract is when one party breaks the terms of an agreement between two or more parties. This includes when an obligation that is stated in the contract is not completed on time—for example, you are late with a rent payment—or when it is not fulfilled at all, such as a tenant vacating their apartment while owing six months’ back rent.

Sometimes the process for dealing with a breach of contract is written in the original contract. For example, a contract may state that, in the event of late payment, the offender must pay a $25 fee along with the missed payment. If the consequences for a specific violation are not included in the contract, then the parties involved may settle the situation among themselves, which could lead to a new contract, adjudication , or another type of resolution.

Types of Contract Breaches

One may think of a contract breach as either minor or material.

• Minor breach : A minor breach happens when you don’t receive an item or service by the due date. For example, you bring a suit to your tailor to be custom fit. The tailor promises (an oral contract) that they will deliver the adjusted garment in time for your important presentation but, in fact, they deliver it a day later.
• Material breach : A material breach is when you receive something different from what was stated in the agreement. Say, for example, that your firm contracts with a vendor to deliver 200 copies of a bound manual for an auto industry conference. But when the boxes arrive at the conference site, they contain gardening brochures instead.

Further, a breach of contract generally falls under one of two categories:

• Actual breach : When one party refuses to fully perform the terms of the contract.
• Anticipatory breach : When a party states in advance that they will not be delivering on the terms of the contract.

Legal Issues Concerning a Breach of Contract

A plaintiff, the person who brings a lawsuit to court claiming that there has been a breach of contract, must first establish that a contract existed between the parties. The plaintiff also must demonstrate how the defendant—the one against whom a claim or charge is brought in a court—failed to meet the requirements of the contract.

Is the Contract Valid?

The simplest way to prove that a contract exists is to have a written document that is signed by both parties. It’s also possible to enforce an oral contract , though certain types of agreements still would require a written contract to carry any legal weight. These kinds of contracts include the sale of goods for more than $500, the sale or transfer of land, and contracts that remain in effect for more than one year after the date when the parties sign the agreement.

Courts will review the responsibilities of each party of the contract to determine whether they have fulfilled their obligations. Courts also will examine the contract to see if it contains any modifications that could have triggered the alleged breach. Typically, the plaintiff must notify a defendant that they are in breach of contract before advancing to legal proceedings.

Possible Reasons for the Breach

The court will assess whether or not there was a legal reason for the breach. For example, the defendant might claim that the contract was fraudulent because the plaintiff either misrepresented or concealed material facts.

The defendant could alternatively argue that the contract was signed under duress, adding that the plaintiff compelled them to sign the agreement by applying threats or using physical force. In other cases, there might have been errors made by both the plaintiff and the defendant that contributed to the breach.

To avoid a breach of contract lawsuit, you should check any contract you sign for three things.

• Clarity : The language of the contract should be clear and precise. If the other party is not a native speaker of the language the contract is in, it may be worthwhile to hire an interpreter to ensure that everyone understands their roles and expectations under the contract.
• Expectations : You and any other parties signing the contract should understand the expectations it outlines and already know that you are able to fulfill them. Your ability to meet those expectations should not rely on future amendments because those may not happen.
• Legality : In order to be binding, your contract needs to be legal where it is signed. If you are not sure, work with a lawyer who specializes in contract law before anyone commits to signing.

You can also avoid breach of contract lawsuits by carefully selecting the people or companies that you work with. Take time to research their professional reputations and legal history. If they have previously been involved in breach of contract lawsuits, you may not wish to do business with them.

Generally speaking, the goal of contract law is to ensure that anyone who is wronged is basically left in the same economic position that they would have been in had no breach occurred. A breach of contract is not considered a crime or even a tort, and punitive damages are rarely awarded for failing to perform promised obligations, with payouts limited to the figures listed in the contract.

For example, if you completed a job for which a contract stated you would get paid $50,000, but you only got $20,000, you could be awarded damages of $30,000.

Normally, a party whose contract was breached cannot claim more than the money they were initially owed, as laid out in the contract.

However, the doctrine of reliance damages does offer some exceptions in very specific circumstances. Additional monetary damages may be awarded if it can be proved that a reliance on the contract being fulfilled triggered other connected expenses, such as lifeguard equipment being bought based on the assumption laid out in the contract that a pool would be built.

In such cases, those harmed will be rewarded extra damages only if they did their best to get themselves out of that unfavorable situation—such as, in the example above, by selling the lifeguard equipment.

Economically, the costs and benefits of a contract's terms determine whether either or both parties have an economic incentive to breach it. If the net expected cost to a party of breaching a contract is less than the expected cost of fulfilling it, then that party has an economic incentive to breach the contract. Conversely, if the cost of fulfilling the contract is less than the cost of breaking it, it makes sense to respect it.

Furthermore, when the expected cost to each party of following through with a contract is greater than the expected benefit, both parties have an incentive to forgo the transaction in the first place or mutually agree to void the contract. This may occur when relevant market or other conditions change over the course of the contract. 

Example of a Mutually Beneficial Breach of Contract

A farmer agrees in the spring to sell grapes to a winery in the fall, but over the summer, the price of grape jelly rises and the price of wine falls. The winery can no longer afford to take the grapes at the agreed price, and the grape farmer could receive a higher price by selling to a jelly factory. In this case, it may be in the interest of both the farmer and the winery to breach the contract. 

If the parties were to uphold the contract, the farmer would miss out on an opportunity to sell at higher prices and the winemaker would suffer by paying more than it can afford to, given what it would receive for the resulting wine at the new market price . Consumers would also be punished; the change in relative prices for grape jelly and wine signal that consumers want more jelly and less wine. 

Economists recognize that upholding this contract (making more wine and less jelly, contrary to consumer demand ) would be economically inefficient for society as a whole. Breaching this contract, therefore, would be in the interests of everyone: the farmer, the winemaker, the jelly maker, and the consumers. 

Societal Effects of Breach of Contract

It could also be the case that a breach of contract is in the interest of society as a whole, even if it may not be favorable to all of the parties in the contract. If the total net cost of breaching a contract to all parties is less than the net cost to all parties of upholding the contract, then it can be economically efficient to breach the contract, even if that results in one (or more) parties to the contract being harmed and left worse off economically.

This is an example of what economists call Kaldor-Hicks Efficiency: If the gains to the winner from breaching the contract outweigh the losses to the loser, then society as a whole can be made better off by breaching the contract.

What Is Considered a Breach of Contract?

A breach of contract occurs when one party fails to fulfill its obligations as outlined in the contract. That could include something relatively minor, such as being a couple of days late on a payment, or something more serious.

Can I Sue for Breach of Contract?

If you have a contract with another person or entity and they fail to fulfill the contract as agreed, you can file a lawsuit to recover any damages that you lost as a result. Before filing a lawsuit, though, you will want to speak with a lawyer who specializes in contracts to ensure that your case has a possibility of success.

Is Breaching a Contract a Crime?

Breaching a contract is generally not considered a criminal offense unless it involves something like fraud. It is considered a matter between private parties, rather than something that affects society as a whole.

What Are the Consequences of Breaching a Contract?

That depends. Generally speaking, if it can be proved that there was a contract and that it was breached, then the party wronged should be left in the same economic position that they would have been in had no breach occurred.

What Is the Most Often Awarded for Breach of Contract?

If you successfully take someone to court for breach of contract, the most common remedy is compensatory damages. Usually, a court will order the person who breached the contract to pay you enough money that you can go elsewhere to get the services they failed to provide.

Contracts are specifically designed to be upheld and to give all parties to the agreement peace of mind. However, there are cases when they are breached, and a solution must be found to remedy a failure to perform promised obligations.

While not strictly a crime, a contract is there to be honored—unless all parties agree to renege on it—and it is not particularly easy to wriggle out of one. The punishment for breaching may be already outlined in the contract itself. Alternatively, a resolution might need to be found, which can result in the breacher being forced to abide by its original commitment.

Stanford Law School, The Center for Internet and Society. “ Why Breach of Contract Should Never Be a Crime .”

Cornell Law School, Legal Information Institute. “ Breach of Contract .”

NYU School of Law. “ A Principle of Justified Promise-Breaking and Its Application to Contract Law .”

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Breach of Contract

Definition of breach of contract.

What is Breach of Contract

Partial breach, material breach of contract, anticipatory breach of contract, specific performance, example breach of contract cases, revelations perfume and cosmetics inc. v. prince rogers nelson, macy’s v. martha stewart living, breach of contract elements, existence of a valid contract, breach of the terms of the contract, actual damages or loss, breach of contract damages, filing a breach of contract complaint, related legal terms and issues.

What Are the Defenses to Breach of Contract?

Understand your defenses if you’re accused of breaching a contract.

Use these links to jump to different sections:

What Is a Breach of Contract? 

Material and immaterial breaches of contract , breach of contract defenses , questions for a contracts attorney .

“Breach of contract can go down in any number of ways,” says New York business attorney Sarah Gold .  

In general, “One party doesn’t do what they promised or were supposed to do” in the performance of the contract. 

If you’re sued or threatened with a breach of contract lawsuit, there are several potential defenses you can raise.  

This article will explain what a breach of contract is and cover some of the most common defenses to breach of contract. It’s best to raise as many defenses as possible.  

Once you understand your potential defenses, it’s a good idea to speak with an experienced contracts lawyer about your situation for the best outcome in your case. 

A contract can be about anything, from buying real estate to hiring someone to watch your pet. A valid contract obligates two or more parties to perform (or not perform) certain actions.  

If one of the parties fails to perform on their contractual obligations, they have breached the contract. Breaches typically involve : 

• Not performing at all 
• Not following the terms of the contract 
• Not performing in the agreed-upon timeframe 

As Gold says, a breach of contract can come about in many ways.  

Sometimes, “there can be a breach before the contract even gets going,” she says. For example, “if [the agreement] is a time-sensitive thing, and it’s supposed to happen like six weeks from now, but in week four the party’s warehouse burns down, then technically you have what’s called an anticipatory breach.” 

An anticipatory breach means “that [the contract] is going to go bad, but we haven’t hit the deadline yet.” 

Another type is “mutual rescission, meaning that both parties have decided they don’t want to go through with the contract anymore. This is effectively a breach of contract, but both parties agree to disagree and walk away,” says Gold. 

Some breaches of contract are more severe than others.  

Material breaches are so significant they completely ruin the contract.  

For example, say two parties agreed to a real estate transaction. The contract and other legal documents are completed, and the buyer pays the seller. Then the seller backs out.  

The seller’s refusal to sell is a material breach. It undercuts the entire point of the contract and leaves the buyer in a terrible position. 

Immaterial breaches are relatively minor. They are delays, inconveniences, or small deviances from the contract terms that can be fixed, saving the contractual agreement.  

For example, say you order a pair of expensive sunglasses for your spouse’s birthday. You are guaranteed the sunglasses two days before the date. However, the sunglasses don’t arrive until three days after the birthday.  

While the delay is an inconvenience, it doesn’t ultimately deprive you or your spouse of the enjoyment of the sunglasses.  

How do you know if a breach is material or immaterial? There is no hard and fast rule to determine this, and courts look at many factors. For example, if the breach could be fixed, then it was probably immaterial.  

Different remedies are available for a breach of contract, including: 

• Monetary damages 
• Specific performance, or getting a court to order the breaching party to do what they originally promised 
• Cancellation, when the non-breaching party legally backs out of the contract 

If you’re involved in a contract dispute over a breach, it’s a good idea to speak with a lawyer as soon as possible. A lawyer will be able to look at the facts of your situation and asses if the alleged breach is material or immaterial and the defenses to be raised. 

A breach of contract case is when one party files a civil lawsuit against the other party for breaching the contract terms. 

When this happens, the party accused of the breach can raise various defenses.  

As Gold says, “There are certainly defenses to breach of contract.” 

For example, take “the case of a widget or something that has actually been shipped but was never delivered.” In this case, “depending on what the terms of the contract say, the defense might be: you didn’t insure it; therefore, the minute it left our warehouse, that was on you. So, the fact that you never got it—not our problem.” 

Another defense is “you effectively couldn’t do it” because of reasons outside your control. “For example, during the Covid pandemic, certain things couldn’t occur because of governmental interference,” says Gold.  

“Or you can invoke an ‘act of God’ or [natural disaster] such as a hurricane” that prevents you from performing your part of the contract, she says.  

There are ways to account for these eventualities in a contract “if you’re thinking that far ahead,” says Gold. 

Other excuses don’t work as a defense against breaches. 

For example, “If a company were to make a contract and it turns out it’s going to be really expensive for them to complete it, that’s called commercial impossibility.” Usually, “you can’t get out of a contract for that.” 

“You can try, but [the cost is] kind of on the person who agreed to it,” says Gold. “You should have foreseen [the expenses involved]. So, while it does come up as a possible defense to breach of contract, it usually doesn’t work.” 

There are several other affirmative defenses to a breach of contract claim. Many argue that the contract was invalid in the first place, or that the party had a good reason not to perform.  

Common defenses include: 

• Legal incapacity . A party may argue they lacked the legal capacity to enter a contractual agreement in the first place. Individuals considered to lack capacity include minors (under 18 years of age), individuals with mental disabilities, or those who were coerced while under the influence.  
• Statute of limitations . Every state has statutes of limitations , which are laws that set deadlines for bringing a lawsuit. If the person who wants to sue misses the legal deadline, they are barred from bringing a lawsuit. In some cases, the party accused of breaching a contract can point out the deadline for a lawsuit has passed. 
• Statute of frauds . Not every contract must be in writing. But some must. A statute of frauds is a law that says what types of contracts must be in writing. For example, contracts for real estate, items over $500, or take more than a year to complete must be in writing and signed by all parties involved. If these contracts aren’t in writing, they’re invalid. If you have breached an oral contract that should have been in writing, you can argue the contract was invalid in the first place because it violated the statute of frauds. 
• Mutual mistake . This occurs when both parties are mistaken about the contract’s essential terms. When this happens, the party accused of a breach can point to this mutual mistake as their reason for backing out of the contract.  
• Lack of consideration . Every contract must involve exchanging something of value for something else of value. The thing of value is known as “consideration.” If there was no consideration, there was no valid contract. Instead, you might have had a gift, where one party simply gives something of value to someone else while receiving nothing in exchange. 
• Impossibility, impracticability, or frustration of purpose . These terms are related but distinct concepts. In general, these defenses allege the breaching party could not perform their contractual obligations because of factors beyond their control. They would have performed but couldn’t because circumstances made it impossible or impracticable to do so. Proving this will be highly fact sensitive.  
• Estoppel . Say a party agrees to a month-long delay in the delivery of products. The other party acts in good faith based on this statement. The first party can’t reverse course later and claim the delay was a breach. The party accused of a breach can point to the first party’s earlier statements accepting the delay and argue they are “stopped” from making a breach of contract claim. 
• Duress . The breaching party can argue they were coerced and had no free will in the formation of the contract and the contract was, therefore, invalid in the first place. 
• Fraudulent inducement . If a contract was based on misrepresentation, coercion, or undue influence, it’s invalid. 
• Illegality . If the contract is for something illegal, it’s unenforceable. The breaching party could argue that the contract was illegal. 
• Unconscionability . If a contract involves unfair bargaining power between the contracting parties or other unfair or manipulative practices, it may be deemed unconscionable and invalid. 

If you are facing contract litigation, speak with a contract attorney about your case and potential defenses to a contract breach as soon as possible. 

Many lawyers provide free consultations for potential clients. These meetings let you get legal advice and decide if the attorney or law firm meets your needs. 

To get the most out of a consultation, ask informed questions such as: 

• What are your attorney’s fees and billing options? 
• Did I breach the contract? 
• What are my best defenses against a breach of contract? 
• Can I settle this contract dispute without a lawsuit? 
• Is it possible to settle the dispute before it goes to trial? 

Once you have met with a lawyer and gotten your questions answered, you can begin an attorney-client relationship. 

Look for a contracts attorney in the Super Lawyers directory for legal help. 

What do I do next?

Additional contracts articles.

• What is Contract Law?
• When Should I Sue for Breach of Contract?
• How Do I Create a Legally Enforceable Contract?
• Five Things to Look For in Your Next Contract
• The Art of Drafting Contracts: Why Clarity Matters
• Do I Need a Lawyer to Draft Contracts for My Business?
• A Notary is Not a Lawyer

State Contracts articles

Related topics

• Business Organizations
• Business/Corporate

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Assignees May Sue for Breach of Contract Under Texas Law

Written by John McConnell on June 8, 2021 . Posted in News .

The original parties to the contract are not the only parties who can sue on a contract. Assignees and third-party beneficiaries may also sue. This article deals with the rights of assignees.

Assignments are governed by general contract law. Cadle Co. v. Henderson , 982 S.W.2d 543, 546 (Tex. App.—San Antonio 1998, no pet.). “As a general rule, all contracts are assignable.” Crim Truck & Tractor Co. v. Navistar Intern. Transp. Corp. , 823 S.W.2d 591, 596 (Tex. 1992).  Assignments may be whole or partial. Ins. Network of Tex. v. Kloesel , 266 S.W.3d 456, 465 (Tex. App.—Corpus Christi 2008, pet. denied). An “assignment” is a transfer of some right or interest to an assignee who receives the authority to assert that right. Matter of Estate of Abraham , 583 S.W.3d 374, 379 (Tex. App.—El Paso 2019, pet. denied).

“[T]here are no required forms or formalities by which an assignment must be made.” In re Cooper Mfg. Corp. , 344 B.R. 496, 508 (Bankr. S.D. Tex. 2006) (applying Texas law). Like contracts in general, assignments need not be in writing, can be oral, do not need any particular form of words, and can even be inferred from circumstances showing the intent to assign. Banco Longoria, S. A. v. El Paso Nat. Bank , 415 S.W.2d 1, 5 (Tex. Civ. App.—Eastland 1967, writ ref’d n.r.e.); Brown v. Mesa Distributors, Inc. , 414 S.W.3d 279, 285 (Tex. App.—Houston [1st Dist.] 2013, no pet.); Escalante v. Luckie , 77 S.W.3d 410, 418 (Tex. App.—Eastland 2002, pet. denied); Adkins Services, Inc. v. Tisdale Co., Inc. , 56 S.W.3d 842, 846 (Tex. App.—Texarkana 2001, no pet.).

An assignment is created upon a manifestation of intent to transfer a right to another – that’s it. Miller v. Bank of the W. , 01-88-00195-CV, 1988 WL 88320, at *2 (Tex. App.—Houston [1st Dist.] Aug. 25, 1988, no writ); Banco Popular, N. Am. v. Kanning , 638 Fed. Appx. 328, 334 (5th Cir. 2016) (applying Texas law). An assignment may be proven by oral testimony. Adkins Services, Inc. v. Tisdale Co., Inc. , 56 S.W.3d 842, 846 (Tex. App.—Texarkana 2001, no pet.). An assignment may be shown or proven by circumstantial evidence. Banco , 638 Fed. Appx. at 334 (5th Cir. 2016).

“A plaintiff establishes standing to maintain a breach-of-contract action by demonstrating that it has an enforceable interest as a party to the contract, as an assignee of a party , or as a third party beneficiary.” Republic Petroleum LLC v. Dynamic Offshore Res. NS LLC , 474 S.W.3d 424, 430 (Tex. App.—Houston [1st Dist.] 2015, pet. denied) (emphasis added). See also , Foster v. Nat’l Collegiate Student Loan Tr. 2007-4 , 01-17-00253-CV, 2018 WL 1095760, at *8 (Tex. App.—Houston [1st Dist.] Mar. 1, 2018, no pet.) (since assignee stands in shoes of assignor, assignee has privity and may sue for breach of contract); Frontier Communications Nw., Inc. v. D.R. Horton, Inc. , 02-13-00037-CV, 2014 WL 7473764, at *1 (Tex. App.—Fort Worth Dec. 31, 2014, no pet.) (“To establish standing to assert a breach of contract cause of action, a party must prove its privity to the agreement or that it is a third-party beneficiary or assignee.”). An assignment places the assignee in privity of contract with the other contracting party. Stark v. Am. Nat. Bank of Beaumont , 100 S.W.2d 208, 213 (Tex. Civ. App.—Beaumont 1936, writ ref’d); Dodd v. Terrill , 05-93-00268-CV, 1994 WL 24378, at *5 (Tex. App.—Dallas Jan. 28, 1994, writ denied).

This article represents one author’s viewpoint and is not a substitute for legal advice .

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The Four Elements of a Breach of Contract Claim

A breach of contract claim is the heart of almost all business litigation. The basic breach of contract elements require you to prove:

• There was a valid contract;
• You performed your part of the contract;
• The defendant failed to perform their part of the contract; and
• You sustained damages caused by the defendant’s breach.

If you relied on someone to do something they contracted to do and that person failed to do so, you may have a breach of contract claim.

The Four Breach of Contract Elements

The complaining party must prove all the breach of contract elements to have a successful breach of contract claim. You have four years from the date of the breach to bring your breach of contract claim.

The court will typically dismiss any claims brought outside that window. There are exceptions to that rule where the defendant fraudulently concealed the breach or if the plaintiff was not aware that the breach occurred.

Was There a Valid Contract?

This element may be the most important and hardest to prove. A valid contract requires that all the following exist between the parties:

• Mutual acceptance of the terms;
• A meeting of the minds; 
• Communication by both parties of their acceptance; and
• Mutual intent that the contract be legally binding.

In other words, there is a valid contract where one party offers to do something, the other party accepts, both parties are on the same page as far as the terms of the contract, and they intend to be legally bound by the terms.

A contract can even be unilateral. That is, if someone promises to do something or not do something in such a way that the other person is justified in relying upon that commitment. Unilateral contracts become enforceable once the promisor acts upon their promise. 

Once the plaintiff proves that a valid contract existed, they must show that they upheld their part. After that, the plaintiff must show that the defendant did not fulfill their obligations. And finally there must be evidence of actual damages that the plaintiff suffered as a result. 

Looking For A Breach of Contract Lawyer?

If you need help handling a breach of contract dispute, contact The Hunnicutt Law Group today.

What Damages Can the Plaintiff Recover?

Compensation for breach of contract claims is intended to place the plaintiff in the position they would have been in had the defendant never breached. Generally this means financial compensation. 

General damages compensate for direct losses caused by the breach and include basic financial damages and reimbursement of costs. Special damages (also known as consequential damages) are less directly related damages that are nevertheless foreseeable as a result of the breach. For example, they might include compensation for profit loss because of delays due to the breach or because the plaintiff missed out on other business opportunities as a result.

Least common are equitable damages. This is when the court demands that the defendant follow through with performing their end of the contract.

Can an Oral Contract Be Breached?

The short answer is yes. Breaches of oral contracts are harder to prove, but the contracts are absolutely enforceable. Breach of oral contract elements are the same as for written contracts.

The hardest part of proving a breach of contract for an oral agreement is proving that the contract existed and was valid. The plaintiff might have to present witness testimony to do so. They could also show evidence in the form of any sort of relevant document such as bills, emails, faxes, or other communications.

If one or both parties acted to further the contract, that could prove that a contract existed. Not all oral contracts are valid, however. 

The Statute of Frauds

The Statute of Frauds requires that certain contracts must always be in writing. These include contracts for sales/purchase of real estate, marriage, and wills. For a written contract to be enforceable, its essential terms must be clear.

Partial Performance 

There is an exception to the requirement that certain contracts must be in writing for a party to have a valid breach of contract claim. If one party begins to act on their obligations of an oral agreement that should be in writing, the court will not prevent them from enforcing the contract.

The idea is that it would be unfair to deny enforcement because one side acted in reliance upon the agreement. Without enforcement, the party that tried to uphold their end suffers a detriment while the other party is unjustly enriched.

For example, let’s say that one party agreed to sell their land to another party in return for money and for the buyer to do some necessary improvements to the land, like adding a new septic system. If the buyer paid the seller’s asking price and began to install the septic system and then the seller refused to give them the property, the court would likely enforce the contract.

Are There Any Defenses for Breach of Contract?

Yes! In some special circumstances, someone might be justified in breaching a contract. Those circumstances include:

• Material misrepresentations of fact—if someone was given misleading information or some important term was misrepresented, the contract would be void;
• Duress—the breaching party was pressured unfairly into signing; and
• Impossibility of performance—the breaching party is unable to fulfill their end based on uncontrollable circumstances.

A court would probably dismiss a breach of contract claim where no valid contract existed because:

• The contract or some of its terms were illegal;
• Essential terms were too vague or missing;
• A new agreement replaced the old contract;
• The contract was oral where a written one was required; 
• There was a mutual mistake causing one or both parties to not perform their obligations; or
• Mistaken belief—neither party understood the terms.

A defendant might also have a defense where the plaintiff received the essential benefits of the contract so there was no material breach, did not actually suffer damages, or accepted alternative payment in lieu of contract fulfillment.

Contact the Hunnicutt Law Group to Discuss Your Case

The Hunnicutt Law Group attorneys are available to assist you with all your business needs. Experience in this area is crucial, and our practice focuses primarily on business disputes and litigation. Whether you are the plaintiff suing a breaching party or are accused of breach, we can help defend your legal rights.

Contact us today to discuss your options. 

J. Stephen Hunnicutt

Our founding attorney, Stephen Hunnicutt, set the precedent for a commitment to excellence and a focus on the client. With 25 years of experience, he has handled countless cases involving business litigation and commercial litigation. Over the years, Mr. Hunnicutt has worked as in-house counsel for a Fortune 500 energy company, a large firm, a small firm, and finally, in his own practice.

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Contract Assignment Agreement

(This may not be the same place you live)

  What Is a Contract Assignment?

In a contract assignment, one of the two parties may transfer their right to the other’s performance to a third party. This is known as “contract assignment.” Typically, all rights under a contract may be assigned. A provision in the agreement that states the contract may not be assigned usually refers to the delegation of the assignor’s (individual who assigns) obligations under that agreement, not their rights.

In modern law, the term “assignment of contract” usually means assigning both rights and duties under a contract.

What Is a Contract Assignment Agreement?

Who are the various parties involved in a contract assignment, how is a contract assignment created, when is a contract assignment prohibited, what should a contract assignment agreement contain, what are some common disputes related to assignment agreements, what is a breach of contract, what are the ways you can breach a contract, do i need a lawyer for help with a contract assignment agreement.

A contract assignment agreement may be created in cases involving a contract assignment. An assignment is where the recipient of products, services, or other rights transfers (assigns) their rights to another party. The party transferring their rights is the assignor, while the party performing the services is dubbed the obligor. The party obtaining the transferred rights is called the assignee.

Contract assignments are often utilized in cases similar to beneficiary and gift-giving situations. Yet, there is frequently a substantial business or commercial component to contract assignments (such as those projects involving commercial building and contracting).

There are two parties to the agreement in a contract, X and Y. The parties may agree to let X assign X’s rights to a third party . Once the third party enters the picture, each party has a particular name. For example, suppose X, a seller of bookmarks, contracts with Y, a purchaser of bookmarks. Y wants to have Y’s right to X’s performance (selling bookmarks every month) to another individual.

This third individual, Z, is dubbed the assignee. X is named the obligor , and Y is named the assignor since Y has assigned its right to X’s performance . X, the obligor, is bound to continue to perform its duties under the contract.

There are no “magical words” required to make an assignment. The law demands that the would-be assignor intend to wholly and immediately transfer their rights in the agreement. In addition, writing is generally not needed to make an assignment. As long as X and Y adequately comprehend what right is being assigned, an assignment is formed.

Comments that demonstrate a transfer is to take place suffice, such as “I plan to transfer my rights under this agreement,” “I plan to give my rights to Z,” or “I plan to confer an assignment on Z.” In addition, consideration, which is a bargained-for exchange needed for a contract to be proper, is not needed for the assignment.

In specific examples, an assignment of contract rights can be restricted. If the agreement includes a clause forbidding assignment of “the contract” without establishing more, the law construes this language as banning only delegation of the assignor’s duties, not their rights.

If the assignment language states “assignment of contractual rights is forbidden,” the obligor may sue for damages if the assignor tries to assign the agreement. If the contract language says that attempts to assign “will be null,” the parties can ban the assignment of rights.

Under current contract law, the expression “I assign the contract” is usually interpreted to mean that one is assigning rights and duties. What is an assignment of duties? An assignment of duties emerges where Y, dubbed the obligor or delegator, promises to perform for X, the obligee. Y then entrusts their duty to perform to Z, the delegate. Under the law, most duties can be delegated.

A contract assignment should include:

• Names of the parties involved
• Depictions of the rights or contract benefits being assigned
• When the assignment takes effect, and whether or not it lapses
• Conditions regarding legal action if a breach or violation of contract should ensue

Most jurisdictions don’t demand a contract assignment to be in writing. Of course, it’s always best to put the agreement in writing to create a record of the transaction if there are any future problems.

Some typical legal problems involving contract assignments include:

• Failure to transfer the rights to the assignee
• Refusal to cooperate with the contract assignment terms
• Use of deception, misrepresentation, or force when dealing with assignment agreement documents
• Blunders or mistakes concerning definitions of the assignment subject

Conflicts oftentimes require legal action in a court of law to settle the legal problems. This can result in a monetary damages award to cover losses caused by a breach of contract. Alternatively, some courts may enforce other remedies such as cancellation or rewriting of the agreement.

A breach of contract may arise when a party to a good agreement has failed to fulfill their side of the deal.

For example, the terms of a contract guide the parties in what they must do and how they should do it to maintain their promise. If a party does not do what the agreement instructs them to do, then the non-breaching party will be entitled to take legal action and file a lawsuit against them in court.

A breach of contract can arise as either a partial or a complete breach. A court will also consider whether the breach was substantial or only a minor one. This will allow the court to decide what type of damages the breaching party should have to expend.

There are three major ways for which a party can be held liable for breach of contract. This includes when:

• There is an anticipatory breach: Often referred to as anticipatory repudiation, this kind of breach happens when the breaching party tells the non-breaching party that they will not be fulfilling the terms of their contract. Once the other party is informed, they can sue for breach of contract.
• A party has committed a minor breach: A minor breach of contract happens when a party fails to perform a small contract detail. The total contract has not been violated and can still be substantially performed in this circumstance. This also comes up when there is a technical mistake with the agreement (e.g., a false date, price, or typo within the terms of the agreement).
• If there is a material or fundamental breach: These are the most standard sorts of breaches cited as the basis of a breach of contract action. When the breach is so substantial, it essentially cancels the contract because it renders performance by either party impossible.

Some other ways that a contract can be breached include when the contract is dishonest, if the contract was formed illegally or is unconscionable, and when there is a mistake of fact present in the agreement terms. The parties may also include conditions unique to their respective agreement, which specify when a party’s actions can be deemed a breach.

Further, state regulations and the type of contract (e.g., lease agreement, sales contract, government contract, etc.) may indicate other ways a contract can be breached.

Contract agreements often require much attention to detail and foresight for anticipating future events. It’s in your best interests to hire a contract lawyer if you need help with any contract matters. Your lawyer can help you with your records and represent you if you ever need to file a claim in court for damages.

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Assignment of Contract

Jump to section, what is an assignment of contract.

An assignment of contract is a legal term that describes the process that occurs when the original party (assignor) transfers their rights and obligations under their contract to a third party (assignee). When an assignment of contract happens, the original party is relieved of their contractual duties, and their role is replaced by the approved incoming party.

How Does Assignment of Contract Work?

An assignment of contract is simpler than you might think.

The process starts with an existing contract party who wishes to transfer their contractual obligations to a new party.

When this occurs, the existing contract party must first confirm that an assignment of contract is permissible under the legally binding agreement . Some contracts prohibit assignments of contract altogether, and some require the other parties of the agreement to agree to the transfer. However, the general rule is that contracts are freely assignable unless there is an explicit provision that says otherwise.

In other cases, some contracts allow an assignment of contract without any formal notification to other contract parties. If this is the case, once the existing contract party decides to reassign his duties, he must create a “Letter of Assignment ” to notify any other contract signers of the change.

The Letter of Assignment must include details about who is to take over the contractual obligations of the exiting party and when the transfer will take place. If the assignment is valid, the assignor is not required to obtain the consent or signature of the other parties to the original contract for the valid assignment to take place.

Check out this article to learn more about how assigning a contract works.

Contract Assignment Examples

Contract assignments are great tools for contract parties to use when they wish to transfer their commitments to a third party. Here are some examples of contract assignments to help you better understand them:

Anna signs a contract with a local trash company that entitles her to have her trash picked up twice a week. A year later, the trash company transferred her contract to a new trash service provider. This contract assignment effectively makes Anna’s contract now with the new service provider.

Hasina enters a contract with a national phone company for cell phone service. The company goes into bankruptcy and needs to close its doors but decides to transfer all current contracts to another provider who agrees to honor the same rates and level of service. The contract assignment is completed, and Hasina now has a contract with the new phone company as a result.

Here is an article where you can find out more about contract assignments.

Assignment of Contract in Real Estate

Assignment of contract is also used in real estate to make money without going the well-known routes of buying and flipping houses. When real estate LLC investors use an assignment of contract, they can make money off properties without ever actually buying them by instead opting to transfer real estate contracts .

This process is called real estate wholesaling.

Real Estate Wholesaling

Real estate wholesaling consists of locating deals on houses that you don’t plan to buy but instead plan to enter a contract to reassign the house to another buyer and pocket the profit.

The process is simple: real estate wholesalers negotiate purchase contracts with sellers. Then, they present these contracts to buyers who pay them an assignment fee for transferring the contract.

This process works because a real estate purchase agreement does not come with the obligation to buy a property. Instead, it sets forth certain purchasing parameters that must be fulfilled by the buyer of the property. In a nutshell, whoever signs the purchase contract has the right to buy the property, but those rights can usually be transferred by means of an assignment of contract.

This means that as long as the buyer who’s involved in the assignment of contract agrees with the purchasing terms, they can legally take over the contract.

But how do real estate wholesalers find these properties?

It is easier than you might think. Here are a few examples of ways that wholesalers find cheap houses to turn a profit on:

• Direct mailers
• Place newspaper ads
• Make posts in online forums
• Social media posts

The key to finding the perfect home for an assignment of contract is to locate sellers that are looking to get rid of their properties quickly. This might be a family who is looking to relocate for a job opportunity or someone who needs to make repairs on a home but can’t afford it. Either way, the quicker the wholesaler can close the deal, the better.

Once a property is located, wholesalers immediately go to work getting the details ironed out about how the sale will work. Transparency is key when it comes to wholesaling. This means that when a wholesaler intends to use an assignment of contract to transfer the rights to another person, they are always upfront about during the preliminary phases of the sale.

In addition to this practice just being good business, it makes sure the process goes as smoothly as possible later down the line. Wholesalers are clear in their intent and make sure buyers know that the contract could be transferred to another buyer before the closing date arrives.

After their offer is accepted and warranties are determined, wholesalers move to complete a title search . Title searches ensure that sellers have the right to enter into a purchase agreement on the property. They do this by searching for any outstanding tax payments, liens , or other roadblocks that could prevent the sale from going through.

Wholesalers also often work with experienced real estate lawyers who ensure that all of the legal paperwork is forthcoming and will stand up in court. Lawyers can also assist in the contract negotiation process if needed but often don’t come in until the final stages.

If the title search comes back clear and the real estate lawyer gives the green light, the wholesaler will immediately move to locate an entity to transfer the rights to buy.

One of the most attractive advantages of real estate wholesaling is that very little money is needed to get started. The process of finding a seller, negotiating a price, and performing a title search is an extremely cheap process that almost anyone can do.

On the other hand, it is not always a positive experience. It can be hard for wholesalers to find sellers who will agree to sell their homes for less than the market value. Even when they do, there is always a chance that the transferred buyer will back out of the sale, which leaves wholesalers obligated to either purchase the property themselves or scramble to find a new person to complete an assignment of contract with.

Learn more about assignment of contract in real estate by checking out this article .

Who Handles Assignment of Contract?

The best person to handle an assignment of contract is an attorney. Since these are detailed legal documents that deal with thousands of dollars, it is never a bad idea to have a professional on your side. If you need help with an assignment of contract or signing a business contract , post a project on ContractsCounsel. There, you can connect with attorneys who know everything there is to know about assignment of contract amendment and can walk you through the whole process.

ContractsCounsel is not a law firm, and this post should not be considered and does not contain legal advice. To ensure the information and advice in this post are correct, sufficient, and appropriate for your situation, please consult a licensed attorney. Also, using or accessing ContractsCounsel's site does not create an attorney-client relationship between you and ContractsCounsel.

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Remedy for breach of contract with a "No Assignment" clause

It is common for written contracts between entities to contain a "No Assignment" clause, which essentially states that, for a contract between entities A and B , the benefits or rights under the contract A cannot be assigned to another entity C without the consent of B .

It is possible for a breach of contract by B to precipitate the dissolution of A . (Examples: If B poaches a key member of A , or if the existence of A as a going concern depends entirely on its contract with B .) In such an event, it appears that a "No Assignment" clause would in effect make B immune to any liability claims, because A no longer exists and the contract could not be assigned to any beneficiary of A .

Not a perfect analogy, but in playground terms this is sort of like Bob and Al agreeing, "Let's build a sandcastle. But (here's the No Assignment clause) your friends don't get to play with it unless I agree." Once the sandcastle is complete Bob kills Al (yeah, it's a tough playground). Per the contract, Bob can invite all his friends to play and reject all of Al's friends.

Is there a legal doctrine that prevents a scenario like this?

I.e., can a contract clause indirectly render a contract party immune to liability for that party's breach of contract? I have a notion that there is something like the obverse of the "unclean hands" doctrine that would prevent this.

• contract-law
• breach-of-contract

Yes. The particulars of the scenario would determine the grounds on which a non-assignment clause would be null and void. The Restatement (Second) of Contracts roughly classifies these alternative grounds for unenforceability as grounds of undue influence and of public policy . Additionally, by default a non-assignment clause " does not forbid assignment of a right to damages for breach of the whole contract ". See Restatement at § 322(2)(a). Invoking this principle seems pertinent where, inter alia , a party breaches the covenant of good faith and fair dealing .

In the scenarios outlined in the 2nd paragraph of your question (i.e., B poaching a key member of A , or A 's existence depending entirely on its contract with B ), the contract is voidable by A if A " is justified in assuming that [B] will not act in a manner inconsistent with [A's] welfare ", Restatement at § 177(1) (brackets added).

Although undue influence typically involves some sort of fiduciary duty that is unlikely to exist in an arm's-length agreement between A and B , the Restatement certainly elaborates in terms of domination . That choice of term affords to A the argument that B 's abuse of its domination warrants voiding the non-assignment clause insofar as it frustrates A 's ultimate purpose of entering that contract.

In the playground scenario, B 's intentional killing of the counterparty with whom B partnered constitutes serious and deliberate misconduct that renders the clause unenforceable on grounds of public policy. See Restatement at § 178(3)(c). Moreover, the connection between the killing and the non-assignment clause would be evident as to timing and motive, Id at (d).

Lastly, notwithstanding the premise of " breach of the whole contract " (emphasis added) in Restatement at § 322(2)(a), the multiple references to " grant[ing] relief as justice requires " and similar phrases suggest that other principles would supersede said premise in order to preempt an absurd outcome. That is, the interests of justice would outweigh B 's allegation that his compliance with other portions of the contract should bar an assignment [to A 's beneficiaries] of a right to damages.

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Assignability Of Contracts: Everything You Need to Know

The assignability of contracts is when one side of a contract agreement transfers the contract to another entity, so that the new entity fulfills the terms of the contract. 3 min read updated on September 19, 2022

The assignability of contracts is when one side of a contract agreement transfers the contract to another entity, so that the new entity fulfills the terms of the contract. Being able to assign contracts depends on a variety of factors, mainly the language contained in the contract. 

How Contract Assignments Work

Some contracts prohibit assignment altogether, while others may allow it with the other party's consent. An example of a basic contract assignment may look like this: 

• Bob contracts with a dairy to deliver a gallon of cream to his house every day. 
• The dairy assigns Bob's contract to another dairy. 
• As long as Bob is notified of the change in provider and gets his gallon of cream every day, his contract is with the new dairy.

Because the law has a preference for the free alienation of property, parties are free to assign contract rights and delegate contractual obligations. 

Assigning a contract to another doesn't always take away the assigning party's liability. Some contracts include a clause that at least one of the original parties guarantees performance — or fulfills the contract terms — no matter what the assignment.

The performance, however, can't be changed in contract assignment. There's a limit to substitution, so the new party has no power to change the performance per the rights stated in the contract. For example, if the obliging party has pledged to perform only if some event happens (with no certainty that it will happen), no assignment should increase the risk to the obliging party if the event doesn't happen through no fault of the obligor.

The nature of a contract's obligations determines its assignability.

When Assignments Won't Be Enforced

In certain cases, contracts can't be assigned.

• A clause in the contract prohibits assignment. This is usually called an anti-assignment clause.
• Assignments can't take place if they materially alter what's expected under the contract. If the assignment affects the expected performance as outlined in the contract, lowers the value of returns (including anticipated returns), or increases risks for the other contract party (the one who's not assigning contractual rights), it's unlikely that any court will enforce the arrangement.
• If an assignment violates public policy or the law, it won't be enforced. For instance, the federal government prohibits certain claim assignments against the government, and many states prohibit an employee from assigning future wages.

Other assignments may not be illegal, but they could still violate public policy. As an example, personal injury claims can't be assigned because doing so might encourage litigation.

When looking into whether one party can transfer a contract or some rights and obligations in the contract, the transferring party has to check into applicable laws and statutes. That party must also check the contract's express language to determine whether or not it can transfer the assignment without obtaining consent from the non-transferring party.

If the contract requires that consent is given and the transferring party doesn't get that consent, it risks a contract breach as well as an invalid, ineffective transfer.

How to Assign a Contract

Follow these steps to assign contracts, when it's allowed for you to do so.

• Carefully study the contract for prohibitions or limitations, such as anti-assignment clauses. In some cases, there isn't a separate anti-assignment clause, but it may be stated in another way, such as language that says, "This contract may not be assigned."
• Execute the assignment. As long as you're free to assign the contract, prepare and enter into the assignment, which is basically an agreement transferring your rights and obligations.
• Notify the obligor, or the non-transferring party. After you assign contract rights to the assignee, notify the other party that was the original contractor, also known as the obligor. This notice relieves you of any liability as stated in the contract, as long as the contract doesn't say differently — for instance, the contract states that you, as the assignor, guarantee performance under the contract. 

Before trying to assign a contract to a third party, it's very important to understand if you're allowed to do so. You'll have to research legal statutes as well as the language in the contract to ensure you follow rules and regulations. Otherwise, you risk a breach of contract .

If you need help with contract assignments, you can post your legal need on UpCounsel's marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb.

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5 Types of Damages for Breach of Contract

• August 29, 2024
• Contract Law

Understanding the different types of damages for breach of contract law is crucial for anyone involved in a contractual dispute.

Knowing what damages to claim ensures that the non-breaching party is adequately compensated and their legal rights are protected. Let’s look at the five primary types of damages in breach of contract cases under Florida law.

Handling breach of contract cases requires a solid grasp of these damage types. Each type of damage serves a different purpose, from compensating for direct losses to enforcing the contract terms.

By familiarizing yourself with these concepts, you can better navigate your legal options and seek the remedies you deserve with our breach of contract lawyers in Orlando .

1. Compensatory Damages

Compensatory damages reimburse the non-breaching party for losses directly resulting from the breach of contract. Their primary purpose is to place the injured party in the position they would have been in had the contract been performed as agreed.

Compensatory damages include direct (general) and indirect (special) damages. Direct damages, the most common form, arise naturally from the breach. They include losses that are a direct and foreseeable result of the breach, such as the cost to complete the contract or replace defective goods.

Indirect or consequential damages arise from special circumstances beyond the contract itself. These must be foreseeable and directly linked to the breach, such as lost profits or additional expenses incurred due to the breach.

In Florida, compensatory damages are awarded under specific conditions:

• Clear causation,
• Foreseeability at the making of the contract, and
• Proven with a reasonable degree of certainty.

For instance, if a contractor fails to complete a project on time in construction contracts, the property owner may recover the additional costs incurred by hiring another contractor to finish the work.

Similarly, in goods sales, if a seller fails to deliver goods as agreed, the buyer can recover the difference between the contract price and the market price of the goods at the time of the breach.

In service contracts, if a service provider fails to perform a contracted service, the client can recover the costs of hiring another provider and any additional expenses incurred due to the delay.

2. Specific Performance

Specific performance is a remedy that requires the breaching party to perform their contractual obligations. It is used when monetary damages are inadequate to compensate the non-breaching party.

Specific performance is awarded when the subject matter of the contract is unique or rare, such as real estate or rare goods, and when monetary damages would not provide sufficient compensation.

The contract terms must be clear and definite, and the party seeking specific performance must have performed their contractual obligations.

In Florida, specific performance is more likely to be granted in real estate transactions due to the unique nature of the property. For example, if a seller refuses to transfer property as agreed, the buyer may seek a court order for specific performance to compel the property transfer.

Similarly, if a seller breaches a contract to sell a unique piece of art, the buyer may seek specific performance to obtain the artwork. Specific performance remains an essential remedy in Florida for cases where damages for breach of contract are inadequate.

3. Injunction

An injunction is a court order that requires a party to do or refrain from doing specific acts. It aims to prevent harm or maintain the status quo pending the resolution of a legal dispute. There are two types of injunctions: temporary and permanent.

A temporary injunction is issued to maintain the status quo until a final decision is made. In contrast, a permanent injunction is issued as a final resolution, requiring the party to do or refrain from specific acts permanently.

In Florida, courts grant injunctions when there is a likelihood of irreparable harm without the injunction, no adequate remedy at law, a substantial likelihood of success on the merits, and the injunction serves the public interest.

If a party threatens to build on disputed land in property disputes, a court may issue an injunction to avoid construction until ownership is determined.

4. Liquidated Damages

Liquidated damages are predetermined damages specified in the contract, intended to estimate the amount of loss in case of a breach.

In Florida, liquidated damages clauses are enforceable if the damages are difficult to ascertain at the time of contracting and the amount specified is a reasonable estimate of potential damages, not a penalty. Including liquidated damages clauses in contracts has advantages and disadvantages because they:

• Provide certainty,
• Avoid lengthy litigation, but
• May not cover actual losses if the estimate is inaccurate.

For instance, in construction contracts, a contractor may agree to pay a specified amount for each day a project is delayed beyond the completion date. Similarly, clients may pay a set fee in event planning if they cancel an event within a certain period.

5. Rescission

Rescission is a remedy that cancels the contract and returns the parties to their pre-contractual position. Grounds for rescission include mutual mistake or misrepresentation, fraud or duress, and the contract is voidable or unenforceable.

The party seeking rescission must demonstrate valid grounds and typically must act promptly upon discovering the basis for rescission.

In Florida, the legal process for rescission involves proving that there are valid grounds for rescission and that the party seeking rescission acted promptly.

For example, if one party induces another to enter a contract through fraudulent misrepresentation, they may seek rescission to nullify the agreement. Similarly, rescission may be granted to undo the agreement if both parties enter into a contract under a mutual mistake about a fundamental fact.

Understanding the various damages available for breach of contract in Florida is crucial for anyone involved in contractual disputes. Whether seeking compensatory damages, specific performance, injunction, liquidated damages, or rescission, it is important to consult with a knowledgeable attorney to navigate the complexities of contract law and ensure the best possible outcome.

How BrewerLong Can Help

At BrewerLong , we’re proud to offer dedicated representation for businesses and individuals facing breach of contract issues. Our extensive litigation experience lets us pinpoint critical issues and craft effective dispute-resolution strategies.

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Restitution for Breach of Real Estate Contracts

In real estate transactions, restitution serves as a legal solution for breach of contract, aiming to restore the benefit conferred upon the breaching party and rectify the imbalance created by the contract's non-performance. Restitution is rooted in the principle of unjust enrichment, requiring the breaching party to return the benefit gained at the expense of the non-breaching party. The goal is to restore the parties to their pre-contractual position, ensuring neither party is unjustly enriched. By exploring the intricacies of restitution, including breach types, damages measurement, and legal proceedings, parties can better navigate the complex landscape of real estate contract disputes.

Table of Contents

Understanding Restitution in Real Estate

In the context of real estate transactions, restitution often arises as a solution for breach of contract, where one party seeks to recover the benefit conferred upon the other party. This concept is rooted in the principle of unjust enrichment, where the breaching party is required to return the benefit gained at the expense of the non-breaching party. In recent real estate trends, restitution has become a vital aspect of contract law, particularly in cases where the buyer or seller fails to fulfill their obligations.

Restitution principles dictate that the non-breaching party is entitled to restitution, which may take various forms, including monetary compensation or specific performance. The goal of restitution is to restore the parties to their pre-contractual position, ensuring that neither party is unjustly enriched at the expense of the other. In real estate transactions, restitution can be a complex and contentious issue, requiring a deep understanding of contract law and the underlying principles of restitution.

Types of Breach of Contract

In the context of contract law, a breach can manifest in varying degrees of severity, giving rise to distinct types of claims. A material breach, for instance, occurs when a party's failure to perform a contractual obligation substantially impairs the other party's ability to fulfill their own obligations. In contrast, a minor breach, while still a violation of the contract, has a less substantial impact on the non-breaching party's rights and interests.

Material Breach Claims

A material breach claim arises when a party's failure to perform a contractual obligation goes to the very heart of the agreement, thereby entitling the non-breaching party to seek legal actions or damages. This type of breach has significant consequences, affecting the overall contract performance and rendering it impossible or impractical for the non-breaching party to continue performing their obligations. The breach consequences are severe, leading to a complete breakdown of the contractual relationship. In material breach claims, the non-breaching party may seek restitution, including compensatory damages, specific performance, or rescission of the contract. The key factor in determining a material breach is whether the breaching party's failure to perform has substantially deprived the non-breaching party of the benefit of the bargain. If this threshold is met, the non-breaching party may pursue legal measures to address the breach consequences and restore the contractual balance.

Minor Breach Actions

While material breaches are characterized by their significant impact on the contractual relationship, minor breaches, by contrast, involve a party's failure to perform a contractual obligation that, although non-compliant, does not substantially deprive the other party of the benefit of the bargain. In minor breach actions, the non-breaching party is still able to enjoy the fundamental benefits of the contract, albeit with some inconvenience or additional costs.

In such cases, the legal solutions available are typically limited to damages that compensate for the actual loss suffered. The non-breaching party may also seek specific performance, which requires the breaching party to fulfill their contractual duties. When pursuing minor breach actions, litigation strategies often focus on establishing the breaching party's failure to meet their contractual obligations and quantifying the resulting damages. To succeed, the non-breaching party must demonstrate that the breaching party's actions or omissions constituted a breach of their contractual duties, and that such breach resulted in measurable harm. By doing so, the non-breaching party can recover the losses incurred and guarantee that the breaching party is held accountable for their contractual obligations.

Measuring Damages and Losses

Five fundamental principles guide the process of measuring damages and losses in breach of contract cases. These principles guarantee that the damages awarded are fair, reasonable, and accurately reflect the losses incurred by the non-breaching party. The first principle is that the damages must be proximately caused by the breach, meaning that there must be a direct link between the breach and the losses. The second principle is that the damages must be reasonably foreseeable, taking into account the circumstances of the case. The third principle is that the damages must be supported by credible evidence, such as expert testimony or documentary proof.

In measuring damages and losses, an economic analysis is often necessary to quantify the financial impact of the breach. This may involve a forensic accounting analysis to identify and isolate the specific losses attributable to the breach. The analysis must consider factors such as the contract price, the market value of the property, and any mitigation efforts made by the non-breaching party. By applying these principles and conducting a thorough economic analysis, the court can determine the appropriate measure of damages and losses in a breach of real estate contract case.

Calculating Restitution Amounts

When calculating restitution amounts, a vital step is to determine the appropriate damages formula to apply, as this will profoundly impact the final award. The chosen formula must accurately reflect the extent of the breach and the resulting losses incurred by the non-breaching party. By applying the correct formula, the court can award monetary relief that adequately compensates the injured party for their losses.

Determining Damages Formula

The accuracy of restitution amounts hinges on the application of a precise damages formula, which serves as a fundamental step in calculating the financial relief owed to the non-breaching party. In determining the damages formula, economic models and legal precedents play a pivotal role. Economic models, such as the expectancy damages model, provide a framework for calculating the financial losses incurred by the non-breaching party. This model takes into account the expected value of the contract had it been performed as agreed upon. Legal precedents, on the other hand, guide the application of these economic models, ensuring consistency and fairness in the calculation of restitution amounts. By combining these two approaches, a thorough damages formula can be developed, providing an objective and precise measure of the financial relief owed to the non-breaching party. This formula serves as the foundation for calculating restitution amounts, ensuring that the non-breaching party receives fair compensation for the breach.

Awarding Monetary Relief

In the pursuit of justice, the calculation of restitution amounts involves a meticulous examination of the breach's financial implications, necessitating a precise quantification of the losses incurred by the non-breaching party. This process requires a thorough review of the contract terms and the legal recourses available to the injured party. The goal is to determine the exact amount of monetary relief necessary to restore the non-breaching party to their pre-breach position.

To achieve this, courts may employ various methods to calculate restitution, including the benefit-of-the-bargain rule, which awards the non-breaching party the difference between the contract price and the market value of the property at the time of breach. Alternatively, the court may opt for the out-of-pocket rule, which compensates the non-breaching party for their actual losses incurred as a direct result of the breach. Ultimately, the chosen method will depend on the specific circumstances of the case and the relevant contract terms. By carefully considering these factors, the court can award a fair and reasonable amount of monetary relief, providing justice to the injured party.

Filing a Lawsuit for Restitution

Pursuant to a breach of contract, an aggrieved party may initiate legal proceedings to seek restitution by filing a lawsuit against the non-performing party. This marks the beginning of a formal litigation process, where the plaintiff seeks to hold the defendant accountable for their contractual obligations.

In filing a lawsuit, the plaintiff's litigation strategy is vital in achieving a favorable outcome. This involves:

• Conducting thorough legal research to establish a strong legal basis for the claim
• Gathering and preserving relevant evidence to support the claim, including documentation and witness testimony
• Drafting a detailed court filing that clearly articulates the legal and factual grounds for the claim, and specifies the relief sought

A well-crafted court filing sets the tone for the entire litigation process, and is pivotal in persuading the court to grant the desired restitution. By adopting a meticulous and strategic approach, the plaintiff can increase their chances of securing a favorable judgment or settlement.

A well-prepared court filing sets the tone for the entire litigation process, and is fundamental in persuading the court to grant the desired restitution.

Negotiating Settlement Agreements

Upon recognizing the potential costs and uncertainties of protracted litigation, parties to a breach of contract dispute often engage in settlement negotiations to resolve their differences and reach a mutually acceptable agreement. Effective negotiation requires a thorough understanding of the strengths and weaknesses of each party's position, as well as a clear grasp of the contract's terms and applicable laws. Contract leverage plays a pivotal role in these negotiations, as parties with stronger legal positions or greater bargaining power may be able to secure more favorable settlement terms.

To optimize their chances of success, parties should develop and implement strategic settlement strategies. This may involve identifying key issues, prioritizing goals, and establishing a negotiating framework that balances concession and compromise. By adopting a pragmatic and flexible approach, parties can create an environment conducive to productive dialogue and creative problem-solving. Ultimately, successful settlement negotiations require a deep understanding of the contract, the law, and the interests of all parties involved.

Avoiding Breach of Contract Disputes

Effective contract drafting and administration are crucial components of a thorough strategy to avoid breach of contract disputes. A well-drafted contract can help prevent misunderstandings and miscommunications that can lead to disputes. Additionally, regular contract review and administration can identify potential issues before they escalate into full-blown disputes.

To further minimize the risk of breach of contract disputes, it is imperative to:

• Conduct thorough Contract Review to verify that all parties understand their obligations and responsibilities
• Perform a Risk Assessment to identify potential areas of conflict and develop strategies to mitigate them
• Establish clear communication channels and protocols for addressing potential issues or concerns

Frequently Asked Questions

Can i claim restitution for emotional distress or stress?.

In general, emotional injuries, such as emotional distress or stress damages, are not compensable in restitution claims, as they are intangible and difficult to quantify, unless explicitly provided for in contractual or statutory provisions.

Is Restitution Available for Breaches of Oral Agreements?

In general, restitution may be available for breaches of oral agreements, as verbal promises can give rise to implied contracts, which are enforceable under certain circumstances, such as when one party has reasonably relied on the agreement.

How Long Do I Have to File for Restitution in My State?

'Determining the timeframe to file for restitution depends on the applicable statute of limitations, which varies by jurisdiction. Familiarize yourself with your state's specific filing deadlines to guarantee timely submission of your claim.'

Can I Sue for Restitution if I'm the Buyer, Not the Seller?

In contractual disputes, the buyer's right to restitution depends on the contract terms and available buyer solutions. If the seller breaches, the buyer may sue for restitution, seeking damages or specific performance, depending on the circumstances and jurisdictional laws.

Do I Need an Attorney to Pursue Restitution for Breach of Contract?

In pursuing restitution, it is highly advisable to retain an attorney due to the potential for substantial legal fees and traversing intricate procedural complexities, which can profoundly impact the outcome of your claim.

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Cardinals Designate Tommy Pham For Assignment

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MLB Trade Rumors

By Darragh McDonald | August 30, 2024 at 2:25pm CDT

The Cardinals announced that they have recalled outfielder Jordan Walker  from Triple-A Memphis, with fellow outfielder Tommy Pham designated for assignment in a corresponding move. It was reported yesterday that Pham had been placed on waivers, though without being removed from the roster. It seems the Cards are committed to moving on regardless of whether Pham is claimed off waivers or not.

Teams can place a player on waivers even while they are still on the roster and participating in games. We have seen this happen this year with players like Kevin Kiermaier back when he was with the Blue Jays, as well as guys like Michael A. Taylor of the Pirates, Drew Smyly of the Cubs, Robbie Grossman of the Rangers and others.

The Cards could have waited to see if Pham was claimed and then continued to play him if he passed through, but that won’t be the case now. Pham could still be claimed off waivers by tomorrow and would be postseason-eligible with his new club. But if he goes unclaimed, he will almost certainly end up a free agent. He has more than enough time to reject an outright assignment and elect free agency, so the Cards would probably just release him in that scenario.

Little by little, the Cards are signaling that they are moving on from 2024 and turning their attentions towards the future. Prior to last month’s trade deadline, they acted as buyers, grabbing Pham, Erick Fedde and Shawn Armstrong to bolster the roster for the stretch run. But they have gone 11-15 here in August, dropping them back in the crowded National League Wild Card race. They are currently six games out and would have to pass three different clubs to get in, while also holding off the Giants, who are just half a game behind the Cards. The Playoff Odds at FanGraphs give them just a 1.8% chance of getting in while the PECOTA Standings at Baseball Prospectus have them at 1.9%.

Armstrong was designated for assignment earlier this week and is still in DFA limbo, with Pham now joining him there, so the Cards have quickly cut ties with two of their three deadline acquisitions. Fedde is still under contract for next year but Armstrong and Pham were rentals, so the club has little use for them as they have seemingly accepted that their chances in 2024 are low.

They will instead give Walker another crack at major league pitching. He has been up and down since the start of the 2023 season, showing occasional glimpses of his talents but also enduring periods of significant struggles. He hit .276/.342/.445 last year for a 115 wRC+ but his line is just .145/.228/.232 this season, wRC+ of 31. He’s spent most of his time at Triple-A this year, where the numbers have been better but not overwhelming. He has a .263/.326/.427 batting line for Memphis in 2024, which translates to a wRC+ of 94 in the strong offensive environment in the International League this year.

Though he hasn’t exactly been kicking the door down, the Cards have some motivation to get him regular run in the big leagues. Since they have been sending him back and forth between Memphis and St. Louis both last year and this year, he’s only going to have one option year remaining at the end of this season. He’s still just 22 years old and has lots of time to break out as a bonafide major leaguer, but his option status provides a little bit of a narrowing window.

During the offseason, the club could perhaps pursue offensive upgrades to try to compete in 2025. That could potentially make for a roster crunch that leads to Walker getting optioned again next year. For now, with the club outside contention, they have creating some breathing room for Walker to presumably get some significant playing time as the season winds down. Ideally, he can take some notable steps forward and solidify himself as part of the future, though he’ll be in an outfield mix that also includes Lars Nootbaar , Alec Burleson , Victor Scott II , Michael Siani , Brendan Donovan and others.

109 Comments

9 hours ago

Mariners could really use him as a DH and PT outfielder. Better than Haniger and Garver, who should also be waived (with the almost impossible hope that some other team might want them), if not wholly DFA.

Haniger and Garver has the support of players and management. Bringing in a toxic MMA fighter wannabe for the last month of the season is how you destroy a clubhouse.

I was thinking about a trade with the Mariners involving Bryce Miller but his home road splits are crazy. Gilbert or Kirby would be nice but perhaps not available. Castillo is overpaid.

8 hours ago

We won’t trade from our rotation not because they are good but because they cost next to nothing, ownership has to keep profits high

Our ownership isn’t the worst but when they need to pay (which they have done before) they go silent

Gilbert and Kirby are going to start costing money. And Castillo already makes a ton.

7 hours ago

As a sad mariners fan I wouldn’t be surprised if we trade them when they cost a ton in arbitration

Gorman could be a good fit for the Mariners. But again not sure what makes sense. Gilbert doesn’t have any real home road splits he’s the guy I would want.

Trading a starting pitcher for a former top prospect whose team is giving up on him is a bit of an overpay. If they believe in Walker, they won’t trade him. If they don’t believe in him, it won’t take an established starter to acquire him.

Can’t be any worse than Lane Thomas since he’s been with Cleveland… We could use him too

Agreed. I think we may have gotten Lane Bryant by mistake

Yeah, Thomas has been horrible since coming to CLE. He still has a year left before free agency, and the FO will have to decide what to do with him this winter.

Yo-yos running this team yo-yoing their young talent. I hope they put Walker and Gorman in the lineup nearly every day the rest of the way to see what they can do.

Yankees and Verdugo desperately need a righty option option for LF.

They do, Jasson Dominguez.

Not unless the Yankees keep running DJ out there… DJ is cooked, they should be playing Peraza and Cabrera instead.

No argument that DJLM needs to go. Boone continuing to use him is baffling.

6 hours ago

Righty is his weak side and they appear unwilling to bench Verdugo or let Dominguez come up and not be a starter. Pham could sit on the bench and play twice per week.

Addition by subtraction. Bye, little tommy.

That’s enough, Vogt.

All you have to do is say hi and it pisses people off

Its not what you say. Its how you say it!

Is this better, hiiiii

5 hours ago

How so? He was one of their better hitters against LHP.

4 hours ago

Hold on…..thought the Cards were geniuses that clearly won that 3-team trade at the deadline!

Good gosh. Walker has a 753 OPS in what is definitely a hitters league. And that’s just offense he’s also a poor defender.

Unlike the old days when teams could call up their entire minor league roster just for the experience, teams now must clear roster space so fringe players are dfa’d. If the cards thought pham had anything left to offer, they would keep him and do the call up on September 1

“So fringe players are dfad”..Excellent analysis. Much more on point than what I was going to add. Plus, with Tommy’s history, personality and reputation, no team is going to keep him around for the so-called “veteran presence” often coveted by many teams.

Let the young guys play out the rest of the way. There might not be a better opportunity for them to do so.

Last year was a great opportunity to do so. Lot of pitchers who deserved a chance but instead we had Barnes and 2 other bums I can’t remember their names getting playing time.

We can’t go backwards. Time marches forward. The time we have to work with is now.

Ok then why not give guys like Liberatore, McGreevy and Graceffo a shot and move on from Gibson and Mikolas?

I literally said “let the young guys play.” This would include Graceffo, McGreevy, and players with little MLB experience. It will be the Liberatore’s who have a couple years under them that sit.

Are they going to sit healthy veterans? Probably not because that violates an unwritten rule of baseball. In most cases they’ll waive them like they did Pham.

Mikolas ain’t sitting for 2 reasons. One, you don’t want to piss off a veteran player. They can poison your clubhouse fast. Second, he has a big salary, little trade value, and his contract is guaranteed next year. He can’t be moved and he could very conveniently get “hurt” next year and drag out the remainder of his contract, Gibson could do the same. It happens, I learned that with my time in the Brewers organization. You don’t piss off the leaders, you sit middle guys.

Mikolas isn’t a leader he’s just overpaid. Gibson is probably gone after this year. Same with Lynn. Why not move on from these guys? I don’t care if Mikolas is mad next year. I am mad he sucks.

Then don’t phrase it that way, as guys like Liberatore are still plenty young. Besides, any reliever on the Major League roster is still going to get a decent amount of playing time unless they absolutely suck.

Meanwhile, Mikolas deserves a demotion to the bullpen with Lynn and Matz coming back soon, but as you said, I don’t know if the Cardinals will actually do that.

Lynn, yes, he should be gone, but I can see them picking up Gibson’s option. He provides decent enough results for a #3 starter making $10M. That would give them a rotation next year of Gray, Fedde, Gibson, and two spots of competition between Mikolas, Matz, Pallante, and the prospects like McGreevey.

Sure. Whatever you say.

Pretty much, although Goldschmidt and Arenado are still going to be in the lineup almost every game.

I have no problem with the team extending Walker’s season as long as he plays as a regular.

Who are you sitting in order to make that happen? And why should Walker get playing time over Baker?

Because Walker has a higher ceiling than Baker and this team isn’t making the playoffs. They have 3 teams ahead of them with a brutal remaining schedule.

You don’t know what kind of ceiling Walker and Baker truly have. Baker has earned the opportunity unlike Walker.

You’re one of the few people who expect Baker to be anything more than a power bat off the bench. Walker is four years younger and was once the number one prospect in baseball so nearly every expert in the game has expected more from Walker long term than Baker.

Who are you sitting in order to get Walker regular playing time? Who????

The fact that Walker was the number 1 overall prospect and was such a terrible defender means the experts were wrong.

Potential means nothing you have to perform. Baker has earned the opportunity for more playing time Walker has not. This isn’t a popularity contest you have to perform.

He was the number one prospect as a 3B. Perhaps they should play him there, if they are looking long term.

He’s no 3b. He’s a corner outfielder or maybe a 1b at best.

Oh please, it’s not that hard.

Goldschmidt, Baker and Burleson are the rotating 1B/DHs, Nootbaar, Scott and Walker are the OFs, with Donovan playing 2B, and Burleson available in the OF when someone needs a breather. With guys needing a day off now and then, everyone is basically a full time player.

And for the record, Baker is a non entity. Walker has already had more success in the majors than Baker who was hitting .244 in A Ball at Walker’s age. A Ball! Baker’s 27 years old; he’s not a prospect. The jury’s still out on Walker, so he needs to play every day.

And what exactly makes Walker more qualified as a big leaguer than Gorman?

Be specific. What does Walker do that Gorman doesn’t.

Age doesn’t matter performance does. Walker has a 753 OPS at AAA. That’s not good in case you didn’t know. Walker needs to earn his playing time and he hasn’t done that at all. Look at Gormans AAA career OPS. Then look at Walker’s. Do it.

I never mentioned Gorman, but to answer your question, he makes more contact.

Gorman struck out 37.6 % of the time this year. That may not mean anything to you, but it’s the worst in MLB, BY FAR. Next highest is Zach Gelof at 34% and then Paul DeJong at 31.5% Pay close attention to the difference. No one can survive in the big leagues if you whiff that much. He needs to make some adjustments.

Mark Reynolds struck out 233 times in 2009. He had a 33.7 K%.

And you don’t think age matters? Five years is a lifetime in baseball. If you’ve had success at age 21 in the majors, that means something.. Yes, performance does matter….and Walker has already posted an entire season of quality offense at an age when Goldschmidt was still a minor leaguer. I get the impression that Walker has been resistant to coaching changes (and this org. isn’t the best in maximizing talent) but Walker needs to play because he has the potential to be a star.

Gorman has hit better and played better defense in the big leagues than Walker in 2024.

Gorman hit better and played better defense in the big leagues than Walker in 2023.

Gorman has hit better and played better defense at AAA than Walker has.

Walker is not better than Gorman in any way whatsoever.

“Walker is not better than Gorman in any way whatsoever.”

I just explained to you one very significant way that he is. And his K rate is why he’s in the minor leagues.

You didn’t explain anything.

Gorman struck out 37.6 % of the time this year.

That’s the worst in MLB, BY FAR.

Name one successful offensive player in major league history with a K rate over 37%.

Even with Gorman’s Ks and lack of OBP, his power has still made him a much better overall hitter than Walker this year, despite Gorman spending much more time in MLB. He also plays better defense and also isn’t far removed from being a top prospect. If Walker needs to be in the lineup most games, then so does Gorman.

Exactly Lanidrac. If Walker played center I would say put him out there because he’s more qualified than Scott is. But Walker hasn’t earned playing time. Wanting him to be good doesn’t make him good.

Land: I don’t necessarily disagree, unless the team is trying to help him make adjustments that might be easier to do at the minor league level where he can see some success.

Blackpink interjected Gorman into this conversation; not me.

Meanwhile, I’m still waiting for him to name one one successful offensive player in major league history with a K rate over 37%.

Gorman is currently at AAA with a better OPS at AAA and a better big league OPS than Walker. Why is Gorman at AAA and Walker called up?

What is Walker’s OPS for the Cardinals in 2024? It’s like 500 or so. I think it’s lower actually have to look it up. Name one successful major leaguer in history with a 500 OPS.

Still waiting.

And here, you dropped your mic by accident.

Walker has a 460 OPS this year. And his K rate is almost as bad as Gormans is dude. But at least Gorman hit some home runs and plays defense.

Walker is awful.

“And his K rate is almost as bad as Gormans is dude”

Gorman: 37.6% Walker: 26.6%

Still waiting…..

What’s more important OPS or K rate?

Get a clue dude

So, you give up? Smart move, because there’s NEVER been a successful offensive major league player with a K rate over 37%. NEVER. Not once throughout major league history. It should be noted too that Gorman is already 22nd worst in K rate all time, and that includes a number of pitchers ahead of him.

When a young player struggles badly, a team has two real choices: continue playing him, or send him to the minors.

Walker was already sent to the minors where he hit better than he did up here (though not great), so they brought him back up and are playing him to see if he hits better here too.

Gorman struggled mightily, they continued playing him and he continued to struggle, so they sent him to the minors.

Gorman’s failed over 400 ABs this year, Walker over 79.

Both need to be part of the Cardinals future, so Gorman needs to get fixed and Stl needs to see what they have in Walker. They hope it’s more reflected in the 465 ABs he had last year than the 79 this year.

There has never been a successful major league player with an OPS of 460.

Gorman has hit better at Memhpis than Walker has.

And defensively they aren’t even close. Walker is terrible.

Gorman has 25 ABs at Memphis, and over 400 in the majors this year. Which is more significant?

Walker has 379 at Memphis and 79 in the bigs.

I suspect Gorman will be back up Sept 1 when rosters expand, assuming he’s made the adjustments they wanted him to make.

2 hours ago

Kc? Where pasq got hurt…..A’s fan here fyi

Guess they are no longer Pham-ily.

Tommy, Can You Hear Me?

Did Tommy try to fight his way out of this one?

That is just stupid.

What an awful GM. Why fire Shildts for a 35 year old who has never managed a major league game. Marmol commands no respect from the players. Essentially a puppet for the GM. This has gotten them nowhere. He even gave Marmol a 3 year extension earlier in the season after coming off of one of their worst years in the past 30 years. That whole organization needs to be fired, from top to bottom. The Cardinal way is over

Marmol got a two-year extension. I’d think a baseball expert would know that.

Adam Wainwright has a great Pham story. After a Cardinal loss during Pham’s rookie year, Pham went around the locker room calling players out. “YOU don’t hustle!” then finding someone else “YOU spend too much time playing video games” etc. Pham had been in the majors for two weeks at this point.

Wainwright said he wondered if he should stop him, so he looked over at Yadi, who shook his head “no – let him go.” And Pham kept going, yelling one player he wasn’t tough enough, another was too worried about his next contract. When he was done, he stormed out.

After telling the story, Wainwright said something to the effect of “I was really shocked by a rookie doing that. You don’t do that. The thing is, he wasn’t wrong. There were guys not hustling, excessively playing video games, etc.”

I think this is where a guy like Pham gets the reputation of a clubhouse cancer, but he’s not. He’s an intense, rude a-hole who wants to win and will call out anyone that isn’t doing enough to help him win. He’s not a nice guy – there’s the fight at the strip club – and in AAA, he would refuse to sign autographs for kids because he was upset being at AAA.

WTF – Sorry about this posting twice.

@wanderslust…That’s certainly an interesting and colorful story about a young Tommy Pham. I’d never heard that one before. All in all I do believe these types of players are a bit like vigilantes, they might actually mean well, but they almost always end up doing more harm than good.

Not many guys are going to respond well to being called out publicly by a fellow player. And a role/bench player at that; not exactly the same as being called out by a Yadi Molina or an Aaron Judge.

Yet, Wainwright and Molina agreed with him, but did not speak up.

Some things have to be said at the right time in the right way for the message to get through constructively, but yeah, it would have been a good question to Wainwright to explain why he hadn’t said anything yet.

It”s over fam, I mean Pham.

8 teams — either not good or a problem. — no thanks

Why is it Pham is on waivers but Lynn, Gibson, Goldschmidt, Arenado, Carpenter and Mikolas are not?

Maybe because Arenado and Mikolas are under contract for 2025? Besides, who in the minor leagues is going to burst on the scene and do much better than a 4.5 ERA down the stretch?

It’s not about doing better if it’s equal performance you go with the young guy because he can improve. And McGreevy can provide an ERA better than 4.5 so can Liberatore and probably Graceffo too.

Waivers means the other team has to take on the contract. Why not put Mikolas and Arenado on waivers? If they don’t get taken so what.

Because the Cardinals still need Arenado and Mikolas for next year (and beyond in Arenado’s case). Admittedly, not so much for Mikolas, but he still deserves one more shot next year before they consider a DFA.

Meanwhile, you don’t insult a future Hall of Famer like Goldschmidt like that, and Carpenter is a fan favorite, both of whom have still provided decent production this year.

As for Lynn and Gibson, they still need to keep as much decent, healthy starting pitching as they can to finish the season, plus they might pick up Gibson’s option for next year.

I said put Arenado on waivers not DFA him. If someone claims Arneado then he’s gone and so is his salary we could sign Chapman or someone else. And Mikolas needs to be replaced sooner rather than later. The team needs to move on from Gibson and Lynn.

The D-Backs should sign him so he could platoon with Joc. I’ll set the fire alarm and slip out the back here…

Not exactly the happy homecoming the Cardinals were expecting but it didn’t really cost them anything and they got Fedde in the deal.

Wonder who will be the next team to give Pham a shot…

Not really a need unless he’s learned how to play 2B since the last time they had him

Such ugly buisness when teams are glad to see the back of you . Im kidding

I’m waiting for the first comparison between Walker and Jo Adell

“…the Cards are committed to moving on regardless of whether Pham is claimed off waivers or not.”

Pham was such a bad fit that they would rather have Jordan Walker on the roster. What a blow to Tommy’s ego. What strip club will he be assuaging his bruised pride in tonight?

Your use of the word assuage in the way you used it is commendable. Or as I say, you used a big word in a cool way!

T-Pham gonna make it rain in Washington Park tonight! (Or yell at his agent – “Why can’t you get me on the Yankees?”

I’d like to express my thanks for Tommy Edman.

Tommy Can You Hear Me?

Can you feel me near you?

I can, and it makes me a little uncomfortable.

Pardon, I do have mild voice immodulation syndrome.

I thought Pham was the guy you wanted on your team, because he was like a good luck charm when it came to making the post season?

Pham was never the plan for LAD. As far as needing a charm for the making the post season, I think they’re good thanks. Good luck this weekend. Should be fun.

He is. The eventual WS winner still has time to acquire him.

Wham, bam, thank you Pham!

Baker – .880 OPS, Walker – .753 OPS at Memphis. Do not put Walker in the lineup on a regular basis! He is no longer the darling, hot-shot prospect. If I’m pitching against the Cardinals, I’d much rather see Walker come up than Baker – not even close.

The Cardinals FO is now company with the FO’s of the Rockies, Pirates, and even the White Sox. The only difference is that they have more money to spend because Cardinals fans have great tradition and have been supporting the team. However, the owner needs to heed the call – fans don’t throw money down a rat hold indefinitely. Cardinals fans are more than a bit upset. Patience is wearing thin – as the saying goes.

But the front office did a great job improving the team to straddling a .500 record in just one year after last year’s disaster. Normally, it takes multiple years of rebuilding to pull that off. Next year, they should be even better.

The Armstrong deal aside, they also did a great job improving the team at the trade deadline. It just ultimately wasn’t enough to stay in contention.

Was the 2024 FO that’s gotten the team to around .500 noticeably different than the FO that caused “last years disaster”?

If we still had 40-man September rosters, this wouldn’t be an issue. Maybe 40 was too many, but 28 is just too few when trying give playing time to prospects and guys on the AAA shuttle after the AAA season ends.

7 teams in the 7 seasons since the Cardinals traded him to the Rays. Now an 8th? Will he catch on at all down the stretch after a negative WAR this season?

Blackpink does nothing but argue with every single person he can. Good God, the mute button is getting SLAMMED on this putz.

I’m surprised that they waited a day to DFA Pham after putting him on waivers. He doesn’t seem like the type of guy who would not be disruptive once he was on waivers.

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Angels designate Johnny Cueto for assignment after two starts

• Associated Press

ANAHEIM, Calif. -- Pitcher Johnny Cueto was designated for assignment by the Los Angeles Angels on Friday after two rough outings.

Cueto, 38, gave up nine runs in 11⅓ innings in his two starts for the Angels, both losses. He gave up six runs in five innings in Tuesday night's 6-2 loss at Detroit, with three of the six hits being home runs.

Even though Cueto's time with the big league club was short, manager Ron Washington said Cueto's experience benefitted the younger members of the pitching staff.

"He had a tremendous influence on them with his work ethic, how they do bullpens and that type of stuff. He was willing to give up his wisdom and knowledge," Washington said before Friday night's game against the Seattle Mariners . "It was hard, but we are at that point of the year where changes happen."

Cueto signed a minor league deal with the Angels on July 24 after being released earlier in the month by the Texas Rangers . He was 3-0 in four starts at Triple-A Salt Lake City before being called up on Aug. 21.

The Angels are the sixth team for Cueto, who is 144-113 with a 3.52 ERA in 370 major league games. His career began with Cincinnati, followed by stops in Kansas City, San Francisco, the Chicago White Sox and Miami.

Cueto will make way for some of the organization's younger arms after the team called up left-hander Sam Aldegheri and right-hander Caden Dana from Double-A Rocket City.

Aldegheri made his big league debut Friday and is the first player born and raised in Italy to pitch in the majors.

Dana, considered the organization's top pitching prospect, will start Sunday.

Los Angeles also put right-hander Carson Fulmer on the injured list retroactive to Tuesday because of right elbow inflammation and transferred right-hander José Marte to the 60-day injured list

• SI SWIMSUIT
• SI SPORTSBOOK

Los Angeles Angels Designate Veteran Johnny Cueto For Assignment After 2 Starts

Sam connon | 5 hours ago.

• Los Angeles Angels

The Los Angeles Angels have designated right-handed pitcher Johnny Cueto for assignment, the team announced Friday.

Cueto signed a minor league contract with the Angels in July after opting out of his deal with the Texas Rangers. He was added to the big league roster on Aug. 21, making his season debut against the Kansas City Royals that evening.

While Cueto put up a solid stat line in his first start, things didn't go quite as smoothly when he took the mound against the Detroit Tigers on Aug. 27. Overall, he posted a 7.15 ERA, 1.500 WHIP, 4.8 strikeouts per nine innings and a -0.2 WAR between the two outings.

That led the Angels to bump the 38-year-old Cueto off their 40-man roster as part of a flurry of other transactions on Friday.

Right-handed pitcher Carson Fulmer landed on the 15-day injured list with right elbow inflammation, while right-handed pitcher José Marte was moved to the 60-day injured list. Left-hander Sam Aldeghrti and right-hander pitcher Caden Dana had their contracts selected to round out the big league pitching staff.

#Angels transactions: •Selected the contracts of LHP Sam Aldegheri and RHP Caden Dana •Placed RHP Carson Fulmer (right elbow inflammation) on 15-day IL (retro to Aug. 27) •Designated RHP Johnny Cueto for assignment •Transferred RHP José Marte to 60-day IL — Angels PR (@LAAngelsPR) August 30, 2024

Cueto made his MLB debut with the  Cincinnati Reds  back in 2008, finished fourth in NL Cy Young voting in 2012 and finished second in NL Cy Young voting in 2014. The Reds traded Cueto to the Royals in 2015, and he helped them win the World Series that same fall.

From there, Cueto inked a six-year, $130 million contract with the  San Francisco Giants . He was named an All-Star and finished sixth in NL Cy Young voting in 2016, but it didn't take long for injuries to take their toll on Cueto's career.

Cueto suffered from blisters and a forearm injury in 2017, then missed the vast majority of the 2018 and 2019 seasons after undergoing Tommy John surgery. COVID-19 and multiple elbow strains limited his workload in 2020 and 2021 as well.

At the conclusion of his contract with the Giants, Cueto latched on with the  Chicago White Sox  and went 8-10 with a 3.35 ERA, 1.225 WHIP and a 3.5 WAR in 2022. In 2023, however, Cueto went 1-4 with a 6.02 ERA, 1.261 WHIP and a -0.1 WAR across 13 appearances for the  Miami Marlins .

Cueto is just 30-38 with a 4.31 ERA, 1.319 WHIP and a 7.5 WAR over his last eight MLB seasons. Over his previous seven big league campaigns, Cueto was 82-53 with a 2.73 ERA, 1.084 WHIP and a 26.2 WAR.

Following his two starts for the Angels this month, Cueto ranks the fifth in wins, fifth in starts, seventh in WAR and ninth in strikeouts among active players. Justin Verlander and Rich Hill are the only active players who made their big league debuts before Cueto's on April 3, 2008.

Cueto could technically find a new home prior to Sept. 1 to retain his postseason eligibility, although it remains to be seen if anyone is willing to take a flier on him in the middle of a playoff push.

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Sam Connon is a Staff Writer for Fastball on the Sports Illustrated/FanNation networks. He previously covered UCLA Athletics for Sports Illustrated/FanNation's All Bruins, 247Sports' Bruin Report Online, Rivals' Bruin Blitz, the Bleav Podcast Network and the Daily Bruin, with his work as a sports columnist receiving awards from the College Media Association and Society of Professional Journalists. Connon also wrote for Sports Illustrated/FanNation's New England Patriots site, Patriots Country, and he was on the Patriots and Boston Red Sox beats at Prime Time Sports Talk.

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