The short answer
A breach is a failure to perform as promised. A material breach goes to the heart of the deal and can excuse the other side’s performance. A minor breach usually only supports a claim for damages.
Where it fits in your case
Before deciding to stop performing, terminate, or withhold payment.
What to expect
Substantial performance. In service and construction contracts, a party who substantially performed can usually recover payment, less the cost to fix defects.
Perfect tender. For goods, a buyer can generally reject nonconforming goods, subject to the seller’s right to cure.
Prior breach. The party who breaches materially first may be unable to enforce the contract.
Shared fault. When both sides contributed, courts look closely at who breached first and how seriously.
What we need from you
The contract, a timeline of performance and complaints, and all notices exchanged.
Common misconceptions
“Any breach lets us walk away.” Only a material one, and walking away can make you the breaching party.
“We don’t have to pay until it’s perfect.” Substantial performance often requires payment.