Material Breach

A breach is material when it defeats the essential purpose of the contract and excuses the other party’s performance.

Representative cases

• Kiriakides v. United Artists Communications, Inc. 440 S.E.2d 364 · Supreme Court of South Carolina
• Gas Sensing Technology Corporation, a Wyoming Corporation D/B/A Welldog v. New Horizon Ventures Pty Ltd, as Trustee of the Linklater Family Trust and Ewan Meldrum, as Trustee of the Meldrum Family Trust 471 P.3d 294 · Wyoming Supreme Court
• Covil Corporation v. Pennsylvania National Mutual Casualty Insurance Company Supreme Court of South Carolina

Related Conditions & Performance rules

• Condition PrecedentA condition precedent must occur before performance becomes due.
• Condition SubsequentA condition subsequent cuts off an existing duty to perform.
• Constructive ConditionsCourts may imply conditions based on fairness and sequencing of performance.
• Substantial Performance (Common Law)Under common law, substantial performance satisfies constructive conditions except for material defects.
• Perfect Tender Rule (UCC)Under UCC, buyers may reject goods not conforming in any respect unless cure applies.
• UCC Right to CureSellers may cure defective tender before contract time expires or if buyer previously accepted nonconforming goods.
• Anticipatory RepudiationRepudiation occurs when a party clearly indicates it will not perform; the other party may suspend performance and sue.
• Demand for Adequate AssuranceWhen insecurity arises, a party may demand adequate assurance and treat failure to respond as repudiation.

Part of Contracts on Core Legal Rules — foundational MBE-tested principles with primary-source citations.