Breach of contract, so what are my options...
Discussion
me (contractor) --> middleman (agent) --> client
I raised an invoice for my services to the client with the middleman. The middleman didn't pay to the terms and conditions of the contract (within 14 days of receipt of invoice) and it got to the stage (2 months after invoice submission) where I instigated legal proceedings through the small claims court. The middleman capitulated and paid me before it got to court.
Am I in a position where I can terminate the contract immediately (ie ignore any notice period clauses) with the middleman because they were materially in breach of the contract? Can I then assume that any restrictive clauses (for example, not being able to go and work direct for the client) become null and void (irrespective of whether they are enforceable anyway)? In short, can I walk away from the existing contract because they broke one of the terms and start afresh through someone else. I know what common sense and logic tells me, but that ain't the law.
I raised an invoice for my services to the client with the middleman. The middleman didn't pay to the terms and conditions of the contract (within 14 days of receipt of invoice) and it got to the stage (2 months after invoice submission) where I instigated legal proceedings through the small claims court. The middleman capitulated and paid me before it got to court.
Am I in a position where I can terminate the contract immediately (ie ignore any notice period clauses) with the middleman because they were materially in breach of the contract? Can I then assume that any restrictive clauses (for example, not being able to go and work direct for the client) become null and void (irrespective of whether they are enforceable anyway)? In short, can I walk away from the existing contract because they broke one of the terms and start afresh through someone else. I know what common sense and logic tells me, but that ain't the law.
In this contract, there will always be a middle man; Government procurement policy is that suppliers have to be on a certain approved list which my company is not on. Therefore I will have to go through someone who is on that list. Esentially I provide services direct to the Government; I invoice the agent, the agent adds their percentage to this and then invoices the client, the client pays the agent, the agent takes their cut, and I get my invoice paid.
My question is, considering the current contract between me and the agent was broken by the agent, can I effectively tear up the existing contract and move to work with a different agent?
I guess your point about the non-payment breaking only part of the contract is what I'm getting at. I feel I am right to act in the best interest of my business at all times. Since the current contract has been broken through non-payment, logic tells me I can use this to terminate the existing contract, and start up a new contract with a new agent.
My question is, considering the current contract between me and the agent was broken by the agent, can I effectively tear up the existing contract and move to work with a different agent?
I guess your point about the non-payment breaking only part of the contract is what I'm getting at. I feel I am right to act in the best interest of my business at all times. Since the current contract has been broken through non-payment, logic tells me I can use this to terminate the existing contract, and start up a new contract with a new agent.
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