Immaterial Breach: Definition, Example and Related Terms
What is a Immaterial Breach ?
An immaterial breach, also known as a minor breach or non-material breach, happens when one party involved in a contract fails to perform a part of the contract that is not significant. Even though it's a breach, it's not serious enough to completely break or cancel the contract. This kind of breach is like someone not doing a small part of their homework, but they've done most of it, so they still get a passing grade. In commercial contracts, an immaterial breach can be something like a late delivery that doesn't affect business operations or a small mistake in a product that doesn't affect its overall function.
Example(s)
Scenario Description A company contracts a software developer to build a custom software. The developer delivers the software a day late. In this example, the late delivery could be considered an immaterial breach if the one-day delay did not affect the company's operations. The company could potentially recover damages for any actual harm caused by the delay, but it could not cancel the contract over this minor breach. A manufacturer contracts a supplier to provide 1000 widgets. The supplier delivers 999 widgets. In this scenario, the supplier's failure to deliver one widget could be considered an immaterial breach if the shortage did not affect the manufacturer's operations. The manufacturer could potentially recover damages for the cost of the missing widget, but it could not cancel the contract over this minor breach.