DefineLaw

What is a material breach?

A material breach is a serious failure that defeats the contract’s purpose.

Why it matters

It can justify ending the contract and suing for full damages.

Common confusion

Material breaches end the deal; minor ones only allow damages.

DefineLaw editors — plain-English definitions for general reference; not a substitute for advice from a licensed attorney.

Frequently Asked Questions

How do I know if it is material?

Courts weigh the harm, partial performance, and intent.

Can I cancel the whole contract?

If the breach is material, often yes.

What is a minor breach?

A small failure that allows damages but not cancellation.

Related contract terms