What a breach of contract claim requires
In California, a breach of contract claim generally requires a contract, the plaintiff's performance (or an excuse for not performing), the defendant's breach, and resulting damages. Many disputes turn on what the contract actually says, whether it was modified by later conduct or emails, and whether conditions were met.
Common claims in business contract disputes
- Unpaid invoices and non-payment for goods or services
- Failure to deliver, late delivery, or defective performance
- Breach of the implied covenant of good faith and fair dealing
- Disputes over scope, change orders, and pricing
- Related claims such as fraud, interference with contract, or account stated, where the facts support them
Defending a breach of contract claim
If your business has been sued or received a demand, the firm evaluates the claim, the contract, and any cross-claims, and defends the case in court or arbitration. Common defenses include:
- No enforceable contract, or a different agreement than claimed
- The other side breached first or failed a condition
- Waiver, estoppel, or modification
- Statute of limitations
- Failure to mitigate damages
Deadlines
California generally allows four years to sue on a written contract (Code of Civil Procedure section 337) and two years on an oral contract (section 339). Contracts can sometimes shorten these periods, and related claims may carry different deadlines. Do not assume you have time to wait.
Remedies
Remedies may include compensatory damages, interest, contractual attorney's fees, and in some cases specific performance or rescission. Punitive damages are generally not available for a breach of contract alone.
General information about California law, not legal advice for your situation. Deadlines and outcomes depend on the facts and the documents. Past results do not guarantee or predict a similar outcome.