What is a Breach of Contract in Florida?

Please note this blog post is written for employers, although we understand it may be of interest to employees as well. At this time, our firm represents business owners and employers. If you need assistance with a legal matter as an employee, please consult a firm that represents employees.

A breach of contract in Florida occurs when one party to the contract does not fulfill its obligations.

Florida breach of contract does not have to occur between two big businesses: individuals and small businesses often find themselves in breach of contract situations.

If you’ve relied on a contract and the other party breaches, you may find yourself in a tight spot.

When the other party defaults, you may be scrambling to minimize your financial damages.

A breach of contract in Florida can include failing to do something, like a service, or failing to pay. It can also include failing to deliver goods on time or failing to deliver the right goods. In many cases, breach of contract in Florida involves one party leaving a job unfinished, like a contractor or other service provider.

If you think you have a Florida breach of contract claim, you’ll want to see an experienced contract attorney who can help you figure out what to do next.

Was There a Valid Contract?

Before assessing whether there was a breach, you must determine whether there was a valid contract in the first place.

In Florida, a valid contract has the following essential elements:

  1. One party made an offer;
  2. The other party accepted that offer;
  3. Both parties gave consideration;
  4. There was enough certainty in the central or key contract terms;
  5. The parties had the capacity to enter the contract; and
  6. The contract terms were legal.

In Florida, certain contracts must be in writing to be enforceable (under a law called the statute of frauds). The statute provides a list of contracts that must be in writing and signed by the party who would be the defendant. The list includes contracts:

  1. To answer for the debts of another;
  2. Made in consideration of marriage;
  3. Involving the transfer of interest in land;
  4. Which the parties cannot perform within one year; and
  5. Involving the sale of goods greater than $500.

If you had a contract that falls under one of those categories, it must be in writing and signed by the defendant.

What’s A Breach Of Contract?

A breach of contract occurs when one or more parties to the agreement don’t do what they said they would. Someone breaches if they don’t fully follow through on their end of the bargain. That means you can be found in breach of a contract even if you partially perform your end of the deal. 

Here are examples of possible Florida breach of contract cases:

  1. Not giving someone the amount of money that you promised to; 
  2. Not completing the work or paying the price by the deadline in the contract; and
  3. Not providing the quality of work or product pledged under the agreement. 

Whenever there is or could be a breach of contract, it’s essential to involve an experienced contract attorney. Our attorneys can help you understand your rights under the contract and the law, including whether what occurred constitutes a breach.

Breach of Contract Elements Florida

If you do have a valid contract, the next step is to decide if there was a breach. To show this, you’ll need to prove the following breach of contract elements in Florida:

  1. A valid contract existed (which we’ve already figured out);
  2. There was a material breach of the contract; and
  3. The breach caused you damages.

To actually receive damages for a breach of contract in Florida (in other words, to get the financial recovery), there are specific instructions given to the jury. These instructions require the plaintiff to prove the following:

  1. Plaintiff and defendant entered into a contract;
  2. Plaintiff did all, or substantially all, of the essential things which the contract required them to do, or the plaintiff was excused from doing those things;
  3. All conditions required by the contract for defendant’s performance had occurred;
  4. Defendant failed to do something essential which the contract required them to do, or the defendant did something which the contract prohibited them from doing, and that prohibition was essential to the contract; and
  5. The plaintiff was harmed by that failure.

In layman’s terms, this means the plaintiff needs to show they fulfilled their obligations.

Then, the plaintiff must show the defendant had everything they needed to fulfill their obligations, but they did not.

Types Of Breaches Of Contract

Not all breaches of contract are the same. And not all breaches can form the basis for a legal claim. The team at BrewerLong walks you through each type below. 

Our team has years of experience helping people navigate breach of contract cases in Florida. 

Anticipatory Breach

An anticipatory breach is where the breaching party notifies the other party that they won’t or can’t perform the contract. It’s an anticipatory breach because, rather than waiting until the performance deadline, the breaching party is letting the other party know ahead of time that they will not be upholding their end of the bargain. 

The person may choose to commit an anticipatory breach of contract in Florida because it would cost them less to do so or as a way to mitigate damages for either party. Before committing an anticipatory breach, it’s important to talk to an attorney to ensure that you do so correctly. 

Likewise, contact an attorney if the other party sends you a notice that they intend to breach the contract. What happens before and after a breach of contract can impact your legal rights and the compensation to which you may be entitled. 

Actual Breach

Unlike an anticipatory breach, which occurs before the fact, an actual breach of contract occurs when someone breaches the contract. Put another way, the time for performance is now or has already passed, and someone hasn’t followed through. 

Minor Breach

A minor breach is a mistake or error that doesn’t impact the underlying deal. In other words, it is present and is an error, but it probably doesn’t make or break the agreement. This could be a typo, clerical error, or another small mistake that can be easy to fix without causing delays or issues with the parties’ agreement.

Material Breach

A material breach is a breach that goes to the essence of the contract. In other words, if the breach related to something minor like a typo or an administrative mistake or accident, that would not be a material breach.

Material breach generally absolves the other party from needing to complete their contractual obligations.

Discuss Your Case with BrewerLong Schedule your consultation today.

What Remedies Are Available?

If there was a material breach of a valid contract, the next step is to figure out your remedy. In a Florida breach of contract case, there are several different types of remedies available.


Rescission is a remedy that many plaintiffs seek for Florida breach of contract. It essentially undoes the contract. For example, consider a contract where one party agreed to manufacture goods, and the other party agreed to pay.

If the party that agreed to manufacture the goods never does it, then the other party could ask for a rescission of the contract, so they don’t have to pay.


The most common type of damages available in a breach of contract action in Florida are compensatory damages. These seek to compensate the party who lost something as a result of the breach. There are two categories of compensatory damages.

General damages

General damages cover direct losses: what the plaintiff actually lost.

For example, in a contract where the plaintiff didn’t get the goods they ordered, general damages might cover the difference between what they planned to pay and the replacement goods they needed to order from someone else.

Special damages

Special damages are those which flow out of the breach. They are not direct losses but losses that the plaintiff experienced because of the breach in another way.

For the example above, if the plaintiff needed to order replacement goods, they might have lost profit on the original goods they could have sold. Those could be special damages.

Punitive damages

Punitive damages are rarely available in breach of contract actions. They punish the breaching party. The court will usually not award them unless the breaching party did something egregiously wrong, like committed fraud.

Mitigating Damages

Under Florida law, the non-breaching party must take reasonable steps to lessen or mitigate their damages. I

In the example above, if the plaintiff didn’t order replacement goods and continued to lose money, the defendant could say that they did not mitigate their damages. This could prevent them from getting any financial award in court.

Breach of contract cases are about whether both parties to a contract got the thing that they bargained for. If not, the question is about how to make it up to the disadvantaged party.

BrewerLong Attorney Michael Long

Consult with an Orlando Florida Business Law Attorney About Your Breach of Contract Case

As you can see, figuring out your rights in a breach of contract Florida case can be difficult. BrewerLong can help. We have years of experience helping individuals and businesses in Florida.

You can set up a consultation by calling 407.660.2964 or contacting us online. We will be happy to advise on the legal issues in your breach of contract case and help you try to recover what you deserve.

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