As an Ohio entrepreneur or business owner, you probably use contracts every day. So you probably know the challenges of proving breach of contract when another party fails to hold up their end of the bargain.
In this post, the Bensinger Legal Services team will guide you through how to prove breach of contract. Aaron Bensinger and his experienced staff will also help you understand some best practices in proving breach of contract and things to look out for when bringing your breach of contract claim.
The Four Breach of Contract Elements
Almost every business litigation has some breach of contract component.
The elements of a breach of contract claim in Ohio include:
- A valid contract;
- Performance (or doing what that contract says) on your part;
- Failure to perform on the contract by the defendant; and
- Damages caused by the defendant’s breach.
If you relied on someone to fulfill their end of a contract, and that person failed to carry out their end of the bargain, you may have a breach of contract claim.
You have six years to bring your breach of contract claim for breach of a written contract. And you have only four years if the contract was not in writing. While there are some exceptions to the statute of limitations, a court will typically dismiss any claims brought outside that window.
Was There a Valid Contract?
A valid contract includes:
- An offer,
- Mutual acceptance of the terms,
- A meeting of the minds on the terms accepted, and
- Mutual intent that the contract be legally binding.
A valid contract exists when one party offers to do something and the other party accepts. Both parties need to have the same understanding of the terms of what they agreed to, and both must intend to be legally bound by the terms of their agreement.
Did Both You and the Defendant Perform?
Contracts can require either one or both parties to do something or refrain from doing something. One aspect of proving breach of contract includes showing that you upheld your side of the bargain. After that, you must show that the defendant did not fulfill their obligations.
What Damages Can You Recover?
Breach of contract damages are meant to put you in the position you would have been in if the contract had not been breached.
These can include:
- General damages to compensate you for direct losses caused by the breach, including basic financial damages and reimbursement of costs;
- Special or consequential damages designed to compensate you for things related to the breach, like missing out on other business opportunities you passed up because you were waiting for the defendant to perform; and
- Equitable damages, which are much less common in breach of contract cases and are when the court forces the defendant to uphold their end of the contract.
You must have suffered some kind of damages to meet all the elements of a breach of contract claim. Speak with Bensinger Legal Services today for a consultation to help determine the extent and value of your damages.
Defenses to a Breach of Contract Claim
Surprisingly, not all breaches of contract constitute violations of law or policy. In fact, someone might be justified in breaching a contract. If you happen to be accused of breach of contract, you will want to understand how to defend yourself. Furthermore, you will also want to know how to protect yourself against a defendant’s claims that their breach was justified.
Circumstances where a breach of contract might be justified include:
- Material misrepresentations of fact, like being given misleading information about the subject of the contract;
- Duress; and
- Impossibility of performance.
While this isn’t a complete list, knowing that any of these circumstances would likely invalidate a contract is essential. A court would probably dismiss a breach of contract claim where no valid contract existed.
A defendant might also have a defense where the plaintiff received the essential benefits of the contract (such that there was no material breach), did not actually suffer damages, or accepted alternative payment in lieu of contract fulfillment.
How Bensinger Legal Services Can Help
Aaron Bensinger provides excellent personal injury and civil litigation service to clients from a variety of backgrounds. He strives to offer unmatched representation in the Northwest Ohio region with his client-centered approach. His extensive experience and familiarity with business litigation enable him to meet his clients’ most pressing legal needs.