Contract Dispute Solicitors
A contract that has been breached is a contract that gives you a remedy. A solicitor will identify the breach, quantify the loss, and pursue the most cost-effective route to recovering it.
Contract disputes arise from non-payment, late delivery, defective performance, repudiation, misrepresentation, and disputed interpretation of contract terms. The law of contract provides remedies — damages to put you in the position you would have been in had the contract been performed, and in some cases specific performance (where damages are not adequate). A solicitor will assess whether the breach gives rise to a claim, quantify the loss, and choose the most effective route — negotiation, ADR, or litigation — to enforce the contractual rights.
Types of Contract Dispute
Contract disputes — the different bases of claim and how a solicitor addresses each.
Contract disputes take different legal forms — each with different remedies. A solicitor will identify the correct basis of claim and pursue the most effective route to the remedy available.
Breach of contract — non-performance and defective performance
A contract is breached where one party fails to perform an obligation it has undertaken — whether that is a failure to pay, a failure to deliver, a failure to perform services to the required standard, or a failure to comply with a specific contractual term. The remedy for breach of contract is damages — compensating the innocent party for the loss caused by the breach. The measure of damages is the expectation measure: putting the innocent party in the position it would have been in had the contract been performed. A solicitor will identify the specific obligation breached, the loss caused, and the claim on the correct measure.
Repudiation and acceptance of repudiation
Where a party to a contract makes clear — by words or conduct — that it does not intend to perform its contractual obligations, it has repudiated the contract. The innocent party can accept the repudiation (bringing the contract to an end and claiming damages for the entire loss of the contract) or affirm it (treating the contract as continuing and holding the breaching party to its obligations). The decision to accept or affirm must be made carefully — accepting repudiation ends the contract and crystallises the claim; affirming it maintains the obligation on both sides. A solicitor will advise on which election is more beneficial in the specific circumstances.
Misrepresentation — pre-contract statements that induced the contract
A misrepresentation is a false statement of fact made before a contract was entered into, which induced the other party to enter the contract. Misrepresentation gives rise to the right to rescind the contract (unwinding it entirely) and claim damages for any loss suffered. The Misrepresentation Act 1967 provides a right to damages for negligent and innocent misrepresentation (as well as fraudulent misrepresentation). In commercial contracts, clauses excluding liability for misrepresentation are subject to a reasonableness test under the Unfair Contract Terms Act 1977. A solicitor will identify whether the statement was made, whether it was false, and whether the available remedy is rescission or damages.
Disputed interpretation of contract terms
Many commercial disputes arise not from a failure to perform but from a genuine disagreement about what the contract requires — what delivery means, what "satisfactory quality" means in context, when payment is due, or whether an exception applies. Contract interpretation follows established principles — the court looks at what a reasonable business person would understand the words to mean in their commercial context, not at what either party subjectively intended. A solicitor will assess the contractual language, the background context, and the commercial purpose — and advise on whether the interpretation is sustainable and the most effective route to enforcing it.
Liquidated damages and penalty clause disputes
Many commercial contracts include liquidated damages clauses — pre-agreed sums payable on specific breaches (late delivery, delayed completion, failure to meet a performance standard). A liquidated damages clause is enforceable where it is a genuine pre-estimate of loss at the time of contracting — but if it is a penalty (a deterrent out of proportion to the legitimate interest protected), it may not be enforceable. A solicitor will assess whether the liquidated damages clause is enforceable in the current context and advise on whether to rely on it or challenge it — and on the alternative general damages claim where a liquidated damages clause is set aside as a penalty.
Force majeure, frustration, and contract termination
Force majeure clauses excuse non-performance where specified events outside the parties' control prevent performance. The scope of a force majeure clause depends entirely on its drafting — not all events qualify, and many clauses require notice to be given within a specified period. Where there is no force majeure clause, the common law doctrine of frustration applies — but frustration requires a radical change in the obligation (not merely greater difficulty or expense). A solicitor will assess whether a force majeure or frustration argument is available, whether the correct procedure has been followed, and the consequences of termination under the specific clause — including rights to outstanding payments and claims for losses incurred.