Business Law - Anticipatory breach
Business Law - Anticipatory breach
1. Anticipatory breach
1.1 Either to accept the other party's repudiation, terminate the contract forthwith and commence legal proceedings for damages (or another appropriate remedy) 要么接受另一方的否認，請立即終止合同，並開始進行法律訴訟（或另一種適當的補救辦法）
1.1 For example, the purchaser of a property indicates to the vendor that they are unable to obtain finance to meet the settlement date例如，財產的購買者向供應商表明，他們無法獲得融資以滿足結算日期
1.1 A repudiatory breach can occur in relation to a condition or warranty. Termination for repudiatory breach releases the parties from all future obligations under the contract.
1.2 or to continue to perform the contract (affirm) and wait until the other party has breached the contract, then commence legal proceedings.
1.2 For example, the vendor of property waits until the purchaser breaches the settlement date then commences legal proceedings例如，財產供應商等待買方違反交收日期，然後開始法律訴訟
1.2 A repudiatory breach can occur in relation to a condition or warranty. Termination for repudiatory breach releases the parties from all future obligations under the contract.
If the innocent party does something which indicates their intention to affirm ( or confirm) the contract, they cannot later terminate.
For example, a contract for the sale of land where the vendor knows that the purchaser is unable to meet the settlement date but is prepared to give the purchaser more time to obtain the necessary purchase price. The vendor cannot now terminate the contract and sue for damages
Hochster v De La Tour
2. The principle of Remoteness
After the court has decided to award a plaintiff damages it must then decide how much and for what - it must determine how far it is willing to go in holding the defendant liable for the consequences of the breach
法院決定裁定原告人的損害賠償金後，必須決定多少以及為了什麼 - 必須確定多少願意讓被告人承擔違約責任的責任
Hadley v Baxendale
The defendant is only liable to compensate for those losses that are a reasonable consequence of the breach. This refers to loss that a reasonable person, without special skill or knowledge, would presume to arise '' naturally '' or '' in the usual course of things '' from the breach 被告只能賠償因違約而產生的合理後果的損失。 這是指一個合理的人，沒有特殊的技能或知識，會被認為是從違約行為中“自然地”或“在一般的過程中”產生的損失
Example: A owns a computer games trading business. A enters into a contract with B to install a security system activated by alarms. B does not install the alarms correctly. The business is broken into and thousands of dollars of games and equipment are stolen. This loss is reasonably foreseeable as a consequence of B's breach, therefore, B is liable to pay damages to compensate for that loss 示例：A擁有電腦遊戲交易業務。 A與B簽訂合同，安裝由警報激活的安全系統。 B不正確安裝報警。 業務被打破，數千美元的遊戲和設備被盜。 由於B的違約，這種損失是合理可預見的，因此，B有義務支付損失賠償以彌補損失
The defendant is only liable for such damages '' as may reasonably be supposed to have been in the contemplation of both parties, at the time when made the contract'' This, therefore, excludes ''extraordinary damages'' meaning, that the party in breach is not liable for damages suffered by the innocent party that are too remote. 被告只對在合同當事人合理理解的情況下所承擔的賠償責任承擔責任。“因此，不包括”特別損害賠償“的含義，被告方對於太無偏見的無辜一方的損害賠償責任不承擔責任。
Victoria Laundry v Newman Industries
Mitigation is a principle requiring a plaintiff to attempt to limit his own losses resulting from the breach of another party. Mitigation is a limitation on damages since it limits the ability of the plaintiff to recover for losses that it could have avoided.
3.1 A Plaintiff must take all reasonable steps to mitigate his losses.
Burns v MAN Automotive (Aust) (1986) 161 CLR 653, 658
Losses which the plaintiff could have mitigated and didn't will not be recoverable.
The onus to prove that mitigation has not taken place rests with the defendant.
3.2 A Plaintiff may recover for any additional loss incurred as a result of his reasonable attempts to mitigate. 原告人因合理企圖減輕而引起的任何額外損失，可以追討
Simonius Vischer & Co v Holt & Thompson  2 NSWLR 322, 355
3.3 A Plaintiff cannot recover for loss that has been successfully mitigated.原告人已經成功緩解的損失無法收回。