CACI No. 303: the elements of breach of contract in California

California's contract instructions start with an overview and then narrow. CACI No. 300 introduces the case to the jury. CACI No. 302 applies only if the parties dispute whether a contract was ever formed. CACI No. 303 is the main list of what the plaintiff must prove to recover damages for a breach (CACI Nos. 300, 302 and 303).

CACI No. 300: framing the dispute

CACI No. 300 tells jurors, in a few sentences, what the plaintiff says the contract was, how the plaintiff says the defendant broke it, what harm the plaintiff claims, and what the defendant denies or raises as a defense. The Directions for Use place it ahead of the instructions on the law of the claim. The case law with it notes a difference from tort damages: contract damages aim to approximate the performance the parties bargained for, and are generally limited to losses the parties contemplated, or could reasonably foresee, when they made the contract.

CACI No. 302: was a contract formed?

When formation is contested, the plaintiff must prove three things: the terms were definite enough for each side to know its obligations, each side gave or promised something of value, and both sides assented to the terms. A bracketed paragraph tells the jury to judge agreement the way a reasonable person would from each side's words and conduct, without regard to hidden intentions. The Directions for Use explain that capacity and lawful purpose are left out because they are rarely before a jury, and can be added if they are disputed. Our guide to meeting of the minds covers that objective test in more depth.

CACI No. 303: the elements of breach

CACI No. 303 has six numbered elements, three of which come in alternative or optional forms:

1. The plaintiff and defendant entered into a contract.
2. The plaintiff did all or nearly all of the important things the contract required of it, or had an excuse for not doing so.
3. All conditions the contract required for the defendant's performance occurred, or were waived or excused.
4. The defendant failed to do something the contract required, or did something the contract prohibited.
5. The plaintiff was harmed.
6. The defendant's breach was a substantial factor in causing the harm.

The Directions for Use call elements 2 and 3 optional, and element 4 comes in two alternative forms. Element 2 has its own gate, explained below. The case law quoted with the instruction states the same rule in four parts: the contract, the plaintiff's performance or excuse, the defendant's breach, and resulting damage, with causation built into the damage element.

Conditions precedent and material breach

Elements 2 and 3 both deal with conditions precedent. The Directions for Use describe two kinds. One is an act a party has to perform before the other side's duty arises, such as paying a deposit. The other is an uncertain event that has to happen first, such as a property being rezoned.

Element 2 carries a materiality requirement. Not every misstep by the plaintiff releases the defendant. The directions say the plaintiff's breach must be material, and the two obligations must be dependent, meaning the parties bargained that a failure on one side would release the other. Materiality is usually a fact question for the jury. Whether obligations are dependent turns on interpreting the contract, a question of law for the judge when no outside evidence is offered to explain the terms. For that reason the directions hold back element 2 until the court has found that the obligations are dependent.

Causation in a contract case

Element 6 borrows the substantial factor test from tort law. The Directions for Use note that courts have described it, in the contract setting, as a contribution that goes beyond the minor or the theoretical, and they point to CACI No. 430 for the negligence version. Our CACI No. 430 explainer covers that test.

The directions add that equitable remedies, such as an order to perform, are also available for breach, though a jury trial is a right in actions at law, not in equity. Juries can still give advisory verdicts on equitable issues.

A related claim: the implied covenant

CACI No. 325 covers breach of the implied covenant of good faith and fair dealing. Every contract carries an implied promise that neither side will unfairly interfere with the other's right to receive the contract's benefits. The instruction also says the covenant cannot create obligations that conflict with the contract's own terms.

Evidence checklist

• The agreement. Keep the signed contract, emails and texts that show the terms.
• Your own performance. Save receipts, payment records and delivery confirmations.
• Conditions. Document any permit, approval or event the contract required first.
• The breach. Record what the other side failed to do, or did against the terms, and when.
• Your loss. Gather the costs that flow from the breach, such as replacement bids and invoices.

This page explains California's official jury instructions for general readers and is legal information, not legal advice. Contract deadlines and remedies vary; consult a lawyer licensed in California about a specific dispute.