Accord and satisfaction discharges a disputed obligation through agreement to accept substituted performance that is then rendered.

An additional insured clause requires one contracting party to name the other as an insured under its liability policy.

Ambiguity exists where language is reasonably susceptible to more than one interpretation.

Contract ambiguity exists where a provision is reasonably susceptible to more than one interpretation.

An anti-indemnity statute restricts contractual indemnification for a party's own negligence.

Anticipatory repudiation is a clear indication before performance is due that a party will not perform.

Breach of contract is a claim that a party failed to perform a contractual obligation, entitling the non-breaching party to damages or other relief.

Commercial impracticability excuses performance made unreasonably difficult by an unforeseen contingency.

A condition precedent is an event that must occur before a contractual duty becomes due.

Consequential damages are losses flowing from a breach's special circumstances rather than directly from the breach itself.

A consequential damages waiver excludes indirect losses from recovery, appearing in most commercial agreements.

Contra proferentem construes ambiguous terms against the party that drafted them.

Contract interpretation is the process of determining the meaning of contractual language, beginning with the text and turning to extrinsic evidence only...

Course of dealing is a sequence of prior conduct between parties establishing a common basis for interpretation.

Course of performance is how parties actually performed under the contract at issue, evidencing their understanding of its terms.

A cure period gives a breaching party a defined window to remedy a default before termination rights arise.

A force majeure clause excuses performance when specified extraordinary events beyond a party's control prevent it.

Frustration of purpose excuses performance where an unforeseen event destroys the value of the contract to one party.

A hold harmless agreement obligates one party to protect another from specified liability and losses.

The implied covenant of good faith and fair dealing requires parties not to act in ways that deprive the other of the contract's benefits.

Impossibility excuses performance where an unforeseen event makes it objectively impossible to perform.

Impossibility excuses performance where an unforeseen event makes it objectively impossible or commercially impracticable.

An indemnification clause requires one party to cover the other's losses, liabilities, and defense costs arising from specified events.

An integration clause states that the written contract is the complete agreement, barring extrinsic evidence of prior terms.

A limitation of liability clause caps or restricts the damages recoverable for breach, often excluding consequential damages entirely.

A liquidated damages clause sets a predetermined damages amount for breach, enforceable if it was a reasonable forecast rather than a penalty.

A material breach is a failure so substantial that it excuses the non-breaching party's remaining performance.

A notice of default formally advises a counterparty of a breach and triggers cure and termination rights.

A novation substitutes a new party or obligation for an existing one, discharging the original obligor.

The parol evidence rule bars evidence of prior or contemporaneous agreements that contradict the terms of a fully integrated written contract.

Substantial performance permits recovery on a contract despite minor deviations, reduced by the cost of correction.

Termination for cause ends a contract based on the counterparty's breach, typically after notice and failed cure.

Termination for convenience permits ending a contract without cause, subject to defined compensation obligations.

A time is of the essence clause makes performance deadlines material, so late performance is a breach rather than a delay.

Usage of trade is a practice so regular in a trade or place that parties are presumed to have contracted with reference to it.