Being on the receiving end of a breach of contract claim is a serious matter that requires a solid defense. A breach of contract is defined by the Law.com legal dictionary as “failing to perform any term of a contract, written or oral, without a legitimate excuse.” That means that it’s not sufficient simply to deny that you breached the contract. Instead, you’ll want to respond to the allegations with every affirmative defense that can support your claim. A business lawyer in Seattle can be instrumental in guiding you through the process of defending yourself from a breach of contract claim. Here are some of the most common defenses you should consider.
Mistake in the Contract
An affirmative defense is predicated on the fact that a breach of contract in Seattle took place, but that the individual in breach had a justifiable reason for it. For example, the contract might contain some mistakes that could give you a legitimate excuse for breach. This could include a factual error that both parties agreed upon at the time and that was essential to the contract. A related issue might be that the essential terms in the contract weren’t yet agreed upon, which means the contract is indefinite and therefore invalid.
Lack of Capacity to Enter Contract
Another important consideration is whether both parties were truly capable of entering the contract in question. If you agree to a contract without really understanding what the deal entails, that could void the contract. However, it’s not trivial to prove that you lack capacity. This defense generally works for minors or individuals with mental disabilities. On the other hand, you could have been coerced or misled into entering a contract you didn’t understand, which are also grounds for voiding the contract.
Unconscionable or Illegal Contract
Even if you really had no justification for breaching the contract, you might have a case if the contract itself is unconscionable or illegal. An unconscionable contract is one that is grossly unfair, typically when one party used considerable bargaining power to take advantage of the other party. An illegal contract is one involving an illegal object or activity, such as prostitution, tax evasion, and the like. Consult with your business attorney in Seattle to see if any essential terms in the contract could be claimed as unconscionable or illegal.
If your Washington business setup is endangered because of a breach of contract claim, the most important thing to do is get in touch with a qualified contract review attorney in Seattle who can help you come up with affirmative defenses.