contract law · claim

Elements of Breach Of Implied Covenant

Quick Answer

What are the elements of Breach Of Implied Covenant?

The breach of implied covenant refers to a situation where one party does not fulfill their inherent obligations under a contract, even if those obligations are not explicitly stated. This breach can affect the overall fairness and execution of the agreement between the parties involved.

Required Elements

1. Existence of an Implied Covenant

There must be an implied covenant that arises from the nature of the contract and the intentions of the parties involved.

What to prove: It must be shown that the contract inherently includes certain obligations that both parties expected to abide by.

2. Breach of the Covenant

One party must have failed to fulfill their duty under the implied covenant.

What to prove: Evidence must be presented to demonstrate that the party did not act in accordance with the reasonable expectations set forth by the implied covenant.

3. Causation and Damages

The breach of the implied covenant must have caused specific harm or damages to the other party.

What to prove: It must be established that the breach directly resulted in measurable losses to the non-breaching party.

Burden of Proof

The burden of proof lies with the party asserting the breach, usually under the preponderance of the evidence standard.

Available Defenses
  • Waiver of the Covenant
  • Impossibility of Performance
  • Mutual Mistake
Common Fact Patterns
  • A tenant who fails to maintain premises when the lease implies a duty to do so.
  • An employee who does not act in good faith when a contract implies a duty of loyalty.
Exam Tip

Focus on identifying the implied covenants within various contract scenarios and be prepared to discuss the implications of their breach on the contractual relationship.

Key Cases
  • Cohen v. W. Va. University Hospitals, Inc.
  • Hamill v. Wilkins
  • Locke v. Board of Education of the City of New York

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