Legal Updates

A party affected by a breach of contract is not entitled to compensation for a loss that it could have prevented or reduced

January 21, 2020
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A manufacturer of glasses contracted an Israeli distributer to be an exclusive distributor and later unduly cancel the agreement. It later offered the distributor to keep the exclusivity if the distributor purchases a certain quantity but the distributor refused.
The Supreme Court held that the offer for alternative transaction is not deemed an attempt to reduce the damage. Undue termination of agreement is breach thereof, but the injured party is under an obligation to take every reasonable step to mitigate the loss incurred as a result of the defaulting party's wrongdoing and will not be compensated for loss which could have been prevented or mitigated but such party avoided doing so. When the breaching party makes a sincere and serious offer that will reduce the damage, an unreasonable refusal is deemed a failure to mitigate the damage. Here, the breaching party made an alternative offer after the breach of the agreement, but it was not an honest and sincere offer and was not on the same terms of the agreement and thus was not really reduction of the damage.