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Breach of Business Contract Claims & Commonly Raised Defenses

A breach of contract typically occurs when a party to an agreement fails to perform an obligation resulting from a valid offer and acceptance.  In a business context, the five most common examples of breach of contract claims are as follows:

  • Failure to complete a job
  • Failure to deliver goods in a timely fashion
  • Failure to deliver the right goods or services
  • Failure to complete a service in a timely manner
  • Not paying in full or on time

There are many forms of contracts and legal requirements.  For instance, some contracts are subject to the Statute of Frauds, which requires an agreement in writing, signed by the alleged breaching party.  Other forms of contracts — specifically those that deal with the sale of goods — have certain terms and conditions governed by the Florida Uniform Commercial Code.  Regardless of the type of agreement, those accused of breaching a contract can raise the following defenses:

  • Statute of limitations – in Florida, aggrieved parties have five years to file a breach of contract action.  If a suit is brought more than five years after the alleged breach occurred, then the claimant is forever barred from recovering.
  • Mistake – whether mutual or one-sided, a mistake of fact can generally excuse a party for not performing.  Specifically, Florida law provides that if a contracting party is mistaken about a contractual term at the time of signing, this may serve as a valid defense to his or her non-performance.

Impossibility of performance – this is usually raised when a party is unable to perform under a contract due to issues beyond his or her control.  In other words, if a condition makes it impossible for a person to perform his or her contractual duties, this defense will generally be sustained.

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