10.2 Modes of Termination of Contract (the six routes)

(i) By performance The complete-and-exact performance (Unit 9): all obligations fulfilled at the time-place-manner — the natural-and-perfect discharge; the substantial performance's qualified discharge (the almost-complete performance discharging with the damages-for-the-deficiency); the divisible contracts' part-performance (the completed parts' discharge). (ii) By breach of contract: actual and anticipatory Actual breach: the performance-time's failure (the refusal-or-inability at the due time: the non-delivery, the non-payment, the defective performance beyond the substantial line); Anticipatory breach: the repudiation before the performance time (the express refusal; the disabling conduct — the goods sold elsewhere, the factory dismantled). The innocent party's two options: (a) sue immediately (accepting the repudiation and acting on the accrued breach); (b) wait for the due date (the contract subsisting till then — with the changed- circumstances risk: if the contract would have been discharged by frustration by the due date, the damages may fail — the classical caution); The breach's discharge-function clarified: the breach discharges the injured party (his own obligations end or become election-dependent); the breaching party remains liable — the discharge here is the exit-right, not the obligation's forgiveness. (iii) By agreement of the parties The consent-based exits: novation (the new contract substituting the old — the parties'-or- promise's substitution); rescission (the mutual unwinding — the restitution's exchange); alteration (the terms' consensual change); remission (the promisee's acceptance of less); waiver-and-abandonment (the…