Breach of Contract – “So, I have a couple of questions…”

By Patrick Sullivan

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The contractor did a poor job… My ex-boyfriend won’t pay me back… I am having trouble with my landlord… I bought a car and now they won’t help me.  I hear these statements (or variations thereof) at least three times a week. While each scenario involves different fact-specific challenges, there is one thing they all have in common. Each one of these issues will be decided based on the contract.

In Virginia, both oral and written contracts are honored.  While each have different statutes of limitations (the time in which the Plaintiff must file suit) and the subject matter of the contract (landlord/tenant, consumer/business, contracts to purchase a vehicle, promise to pay, etc.) dictates whether there are additional requirements, here are three basic elements  to all contracts that must be proven for your suit to be successful:

  • Offer – one party makes an offer for good or services made either in writing (some subjects require this) or orally
  • Consideration – the contract states, or the parties have reached a meeting of the minds, as to what goods or services will be exchanged and what their value is 
  • Acceptance – one party accepts the offer allowing the offering party to begin performance of the contract

While a simplified explanation, once these three elements are established, either through the contract itself or through parole evidence (any evidence in a contract case that is outside the four corners of the contract itself), a good-faith Warrant in Debt for Breach of Contract may be filed.

I remind each client that each contract is its own universe.  Suits filed on breach of contract are each unique, as each contract itself will control the terms of the case.  Does the contract itself address a liquidated damages clause? Does it state that the matter must be mediated before filing an action?  Does the contract select a particular court or jurisdiction that will hear the matter? The list goes on and on, and almost all of the answers lie within the contract itself.

To assist me in providing you with your options and the best course of action, I would remind all potential clients to send me a copy of the contract at issue in advance, so that I may review it before our appointment.  This will save you time and allow me to give your concise advice on the best course of action.

Now, Pat, what if the contract or our agreement does not address all these things?  This is where hiring experienced counsel comes into play. Counsel will usually be familiar with both precedent and common law that may “fill in the gaps” of the terms in your contract.  This too, is easier for me to guide you on, if I can read the contract or at least know the terms of your oral agreement in advance.  

I am happy to help with free consultations and look forward to working with you to put you in the best possible position.