--- name: breach-of-purchase-agreement-complaint title: Complaint for Breach of Purchase Agreement description: Drafts a filing-ready U.S. complaint for breach of a purchase agreement. Trigger when the user requests a breach-of-contract complaint, forum-selection analysis, or remedy package for a real-estate or asset purchase dispute. author: CaseMark author_url: https://github.com/CaseMark/skills/tree/main/skills/legal/breach-of-purchase-agreement-complaint license: Apache-2.0 version: 0.1.0 execution_mode: open jurisdiction: us practice: contracts language: en tags: [drafting, litigation, pleading] --- # Complaint for Breach of Purchase Agreement Produces a court-ready complaint with jurisdiction, liability elements, and damages precision for purchase-agreement disputes. ## Prerequisites Gather before drafting: 1. **Executed agreement** — including amendments, riders, addenda, notices, cure letters, and payment records. 2. **Party data** — legal names, entity types/formation states, addresses, registered agents. 3. **Transaction timeline** — negotiation, execution, performance milestones, breach event, notice, and mitigation efforts with supporting evidence. 4. **Jurisdictional directives** — target court, forum-selection and choice-of-law terms, arbitration scope, local filing requirements. 5. **Damages inputs** — direct, consequential, incidental amounts; interest expectations; attorney-fee basis. ## Workflow ### 1. Filing Scaffold Generate caption, court heading, case-number placeholder, title of action, attorney block, and party designation blocks in court-compliant order. ### 2. Jurisdiction and Venue Plead each ground with paragraph-supported facts: - **Subject-matter jurisdiction** — diversity, federal question, or state-law basis. - **Personal jurisdiction** — defendant presence, contacts, or minimum contacts. - **Venue** — contract formation/performance/breach location; defendant residence. - **Forum-selection / choice of law** — enforce contractual forum and governing-law clauses; note arbitration scope. ### 3. Parties For each party: legal name, capacity/status, role in transaction, full address. Include aliases, registered agent (defendant), and guarantors/assignees/successors as needed. ### 4. Factual Chronology Numbered paragraphs in strict temporal order. Attach exhibit references to each key event. ### 5. Breach of Contract Cause of Action Map each element to specific facts and exhibits: - **Formation** — valid agreement, authority, consideration, essential terms. - **Duty** — exact breached provision and expected performance. - **Breach** — specific act/omission, date, breach-notice timeline. - **Plaintiff performance** — performance completed or valid excuse. - **Causation and damages** — direct link between breach and resulting harm. ### 6. Damages Ledger Itemize by category with calculation method and supporting evidence: - **Expectancy/direct** — contract-differential or replacement-cost. - **Consequential** — foreseeable losses tied to breach. - **Incidental** — re-listing, storage, administrative costs. - **Fees/costs** — only if contract or statute authorizes. ### 7. Prayer for Relief State each relief bucket explicitly: damages (sum or proof at trial), specific performance (if unique subject matter), pre/post-judgment interest, costs, attorney fees (if authorized), injunctive relief (if warranted). ### 8. Closing Blocks - Jury demand and filing-status labels. - Liquidated-damages interpretation or damages-cap caveats. - Verification block — unsworn declaration or notarized statement per jurisdiction; penalty-of-perjury wording if required. - Attorney signature block — name, bar number, firm, address, phone, email, date. ### 9. Compliance Checklist Append to the draft: - [ ] Jurisdiction and venue internally consistent and sufficient - [ ] Party descriptors complete and uniformly styled - [ ] Each breach element has paragraph-level fact support - [ ] Remedy requests match contractual/statutory authority - [ ] Court formatting and signature standards met ### 10. Verification Markers Insert `[VERIFY]` on any assertion of statute, rule, interest rate, filing prerequisite, or remedy authorization not directly supplied by user materials. ## Pitfalls - Keep factual allegations separate from legal conclusions in each paragraph. - Quote contract language directly for breach-trigger allegations — do not paraphrase. - Never invent forum, amount-in-controversy, or statutory authority. - Preserve forum-selection, arbitration, and liquidated-damage clauses as written. - Do not embed settlement posture or demand-letter language in the pleading. - Flag all unverified legal assertions with `[VERIFY]` and confirm with user before finalizing.