Frustration of purpose

Frustration of purpose

In the law of contracts, frustration of purpose is a defense to enforcement of the contract. Frustration of purpose occurs when an unforeseen event undermines a party's principal purpose for entering into a contract, and both parties knew of this principal purpose at the time the contract was made. Despite frequently arising as a result of government action, any third party (or even nature) can frustrate a contracting party's primary purpose for entering into the contract. This concept is also called commercial frustration.

For example, if Joe gets a mortgage for a new home, and, after three years, the house is destroyed, for whatever reason, at no fault of Joe's. Without a hell or high water clause, Joe might be exempt from the remainder of the mortgage, as the principal purpose of the contract (to have a house to live in) has been compromised. However, he might still have a foreclosure on his credit rating.

Frustration of purpose is often confused with the closely related doctrine of impossibility. The distinction between the two is that impossibility concerns the duties specified in the contract, whereas frustration of purpose concerns the reason a party entered into the contract. For example, suppose entrepreneur Emily leases space from landlord Larry so she can open a restaurant that only serves Tibetan Speckled Lizard meat. If the city rezones the property to forbid commercial uses, or if the property is destroyed by a tornado, then both Larry and Emily are excused from performing the contract by impossibility.

However, if the Tibetan Speckled Lizard suddenly goes extinct, then Emily may be excused from performing the contract because Larry knew her primary purpose for entering into the lease was to serve Tibetan Speckled Lizard, and that purpose has been frustrated. In the second scenario, the parties could still carry out their obligations under the lease, but one of them no longer has a reason to.

The Restatement of Contracts, Second § 265 defines frustration of purpose:

Where, after a contract is made, a party's principal purpose is substantially frustrated without his fault by the occurrence of an event the non-occurrence of which was a basic assumption on which the contract was made, his remaining duties to render performance are discharged, unless the language or circumstances [of the contract] indicate the contrary.

A circumstance is not deemed to be a "basic assumption on which the contract is made" unless the change in circumstances could not have been reasonably foreseen at the time the contract was made. As a result, it is rarely invoked successfully. Successful invocations usually come in waves during times of substantial tumult, such as after the passage of Prohibition, when bars and taverns no longer had a reason for their leases, or during major wars, when demand for many consumer goods and services drops far below normal.

If successfully invoked, the contract is terminated, and the parties are left as they are at the time of the litigation.

In English law

The leading case in English law on the subject is the famous 1903 case of Krell v. Henry, which concerned a party who had rented a room for the purpose of watching the coronation procession of Edward VII. When the king fell ill, the coronation was indefinitely postponed. The hirer refused to pay for the room; the owner sued for breach of contract and the hirer then counter-sued for the return of his £25 deposit. The court determined that the cancellation of the coronation was unforeseeable by the parties, and discharged the contract, leaving the parties as they were: the hirer lost his one third deposit and the owner lost the rest of the rent.

In addition, the Court also noted that the doctrine of 'impossibility' could not be applied in this manner, because it would not have technically been 'impossible' for the lessee (the 'renter') to take possession of the flat on that prescribed day and merely sit in front of the window and view the street where the coronation parade was to have occurred. The point the Court was making is this: The illness of the King did not make the execution of the contract 'impossible.' Rather, the cancellation of the parade merely frustrated the purpose for which both men originally contracted.


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Look at other dictionaries:

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  • frustration of purpose doctrine — A court created doctrine under which a party to a contract will be relieved of his or her duty to perform when the objective purpose for performance no longer exists (due to reasons beyond that party s control). This doctrine excuses a promisor… …   Black's law dictionary

  • frustration of purpose doctrine — A court created doctrine under which a party to a contract will be relieved of his or her duty to perform when the objective purpose for performance no longer exists (due to reasons beyond that party s control). This doctrine excuses a promisor… …   Black's law dictionary

  • frustration — frus·tra·tion /ˌfrəs trā shən/ n 1 a: the act of frustrating b: the state or an instance of being frustrated c: something that frustrates 2: a common law doctrine of contract law: parties to a contract may be excused from performance even though… …   Law dictionary

  • frustration — The prevention of accomplishment of purpose. See commercial frustration; frustrated expectations …   Ballentine's law dictionary

  • commercial frustration — n: frustration Merriam Webster’s Dictionary of Law. Merriam Webster. 1996. commercial frustration …   Law dictionary

  • commercial frustration —    An unforeseen and uncontrollable event that renders a party to a contract unable to carry out his or her contractual duties. The nonoccurrence of the event must be a basic assumption of the parties when the contract is signed. Also known as… …   Business law dictionary

  • cross-purpose — /kraws perr peuhs, kros /, n. 1. an opposing or contrary purpose. 2. at cross purposes, in a way that involves or produces mutual misunderstanding or frustration, usually unintentionally. [1660 70] * * * …   Universalium

  • Coronation cases — Main article: Frustration in English law The Coronation cases were a group of appellate opinions in English law cases, all arising out of contracts that had been made for accommodation for viewing the celebrations surrounding the coronation of… …   Wikipedia

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