Although contracts are intended to clearly define the obligations and rights of the signing parties, disputes often arise over terms or breaches of contract. Ms. Marquez is highly skilled in resolving contract disputes and is adept in negotiation, mediation, arbitration, and, if necessary, litigation.
One common issue in breach of contract cases is when one party fails to fulfill the contractual requirements. Marquez Law handles a variety of contract disputes, including business and real estate contracts.
Possible remedies for breach of contract include compensatory damages:
Compensatory Damages: intended to “make the plaintiff whole.” Monetary relief awarded by a court to indemnify a person for the particular loss or detriment suffered as a result of the breach of contract.
Liquidated Damages: Some contracts contain a provision in which the parties designate the amount of damages awarded in case of a breach.
Attorney’ Fees & Costs: these may be recoverable if specified in your contract
Specific Performance: the breaching party is required to fulfill his/her obligations under the contract.
The Formation of a Contract - There are three elements that must be present for a contract to exist:
Offer: The first step to a contract is an offer. An offer is a written or spoken statement indicating a person's willingness to be held to a certain commitment upon acceptance. For example, "I am willing to sell you my truck if you pay me $800." Not all offers, however, are valid. It is important to keep a couple of things in mind:
Is the person making a serious offer? A person who jokingly says he or she will sell a new boat for $600 is not making a serious offer. In determining whether a statement is a serious offer, courts usually look to such factors as the sort of language used, the surrounding circumstances, and the relationship between the parties.
Does the statement contain definite terms with regard to the subject matter? Is the subject matter identified, are the parties identified, is the price set, are quantities determined, and is time for performance stated? There should be enough information contained in the statement that, if needed, a court can enforce the contract or determine damages if the contract is broken.
Acceptance: The second requirement for a valid contract is acceptance of the offer. In order for the acceptance to be valid, it must be made while the offer is still open. For example, someone might say "I will sell you this business route for $4,000, but only if you buy it within the next two days." An acceptance made on the fourth day would not be good since the offer expired at the end of the second day.
Other ways for an offer to no longer be good include: withdrawal of the offer, rejection of the offer, no acceptance of the offer after a reasonable period of time, the subject matter of the offer becoming illegal, or the subject matter being destroyed. Unless the offeror specifies otherwise, an offer can be accepted through the mail. However, using the mail system involves a time lag. If the offeree puts an acceptance letter in the mail before receiving a revocation letter, the offer has been accepted and a contract is formed.
If the offeree changes the terms of the offer in response, the original offer is rejected, and the changed terms constitute a counteroffer. For example, "I want to buy the route, but I will pay only $2,500, not $4,000." The person making the original offer can respond by accepting or rejecting the counteroffer or proposing a new offer.
Consideration: The final element in the formation of a contract is consideration. Consideration is defined as something of value given in exchange for a promise or the performance of an act. It can be money, goods, services, the canceling of a debt, or an agreement not to do something. All parties to an agreement must give consideration in order to create an enforceable contract. Consideration distinguishes a contract from a gift. Courts usually do not inquire into the relative value of things exchanged.
Contract Defenses: Even after a valid offer, acceptance, and consideration are present, the contract may still be unenforceable due to certain defenses.
Lack of Mutual Assent: If both parties are mistaken about a fundamental element of the agreement, creating a considerable imbalance, the contract is voidable by the adversely affected party. However, courts typically enforce contracts where only one party is mistaken, unless deception or fraud is involved.
Illegality: If the subject matter or consideration of a contract is illegal, the contract is void as a matter of public policy.
Capacity of the Parties: To be bound by a contract, parties must be competent. Minors, mentally ill individuals, and intoxicated people usually are not bound by contracts they enter.
Coercion and Fraud: Contracts entered into through coercion or fraud may be voidable. Coercion (or duress) can involve mental or physical pressure. Fraud involves intentional misrepresentation of terms or obligations under the contract.
Statute of Frauds: Some contracts must be written and signed to be valid, such as contracts for goods priced at $500 or more, promises to pay another's debt, and contracts involving interests in land. Florida law, among others, mandates this.
Parol Evidence Rule: This rule affects the terms of a contract, stating that once a written contract is agreed upon, previous verbal agreements cannot be introduced to contradict the written terms.
Breach of Contract and Damages: A contract can end in various ways: fulfillment of duties, mutual rescission, or breach. A breach can be minor or material, with the latter potentially ending the contract. Courts usually seek to place the injured party in the position they would have been in had the contract been fulfilled, often awarding money damages.
Money Damages: If a breach causes injury, the injured party may receive money damages. Courts aim to place the injured party where they would have been had the contract been fulfilled. Consequential effects, like additional damages due to unfinished work, can also be considered, but the injured party has a duty to mitigate damages.
Liquidated Damages: Some contracts include provisions for liquidated damages, pre-agreed sums to be paid if a breach occurs.
Specific Performance: In rare cases where money damages are inadequate (such as in the sale of unique items like art), courts may order specific performance, requiring the breaching party to fulfill their contractual obligations.