2010 California Code
Civil Code
Article 1. Damages For Breach Of Contract

CIVIL CODE
SECTION 3300-3322



3300.]  Section Thirty-three Hundred. For the breach of an
obligation arising from contract, the measure of damages, except
where otherwise expressly provided by this Code, is the amount which
will compensate the party aggrieved for all the detriment proximately
caused thereby, or which, in the ordinary course of things, would be
likely to result therefrom.



3301.  No damages can be recovered for a breach of contract which
are not clearly ascertainable in both their nature and origin.



3302.  The detriment caused by the breach of an obligation to pay
money only, is deemed to be the amount due by the terms of the
obligation, with interest thereon.



3304.  The detriment caused by the breach of a covenant of "seizin,"
of "right to convey," of "warranty," or of "quiet enjoyment," in a
grant of an estate in real property, is deemed to be:
   1. The price paid to the grantor; or, if the breach is partial
only, such proportion of the price as the value of the property
affected by the breach bore at the time of the grant to the value of
the whole property;
   2. Interest thereon for the time during which the grantee derived
no benefit from the property, not exceeding five years;
   3. Any expenses properly incurred by the covenantee in defending
his possession.


3305.  The detriment caused by the breach of a covenant against
incumbrances in a grant of an estate in real property is deemed to be
the amount which has been actually expended by the covenantee in
extinguishing either the principal or interest thereof, not exceeding
in the former case a proportion of the price paid to the grantor
equivalent to the relative value at the time of the grant of the
property affected by the breach, as compared with the whole, or, in
the latter case, interest on a like amount.



3306.  The detriment caused by the breach of an agreement to convey
an estate in real property, is deemed to be the price paid, and the
expenses properly incurred in examining the title and preparing the
necessary papers, the difference between the price agreed to be paid
and the value of the estate agreed to be conveyed at the time of the
breach, the expenses properly incurred in preparing to enter upon the
land, consequential damages according to proof, and interest.



3306a.  The minimum detriment caused by the breach of an agreement
to execute and deliver a quitclaim deed to real property is deemed to
be the expenses incurred by the promisee in quieting title to such
property, and the expenses incidental to the entry upon such
property. Such expenses which shall include reasonable attorneys'
fees shall be fixed by the court in the quiet title action.



3307.  The detriment caused by the breach of an agreement to
purchase an estate in real property is deemed to be the excess, if
any, of the amount which would have been due to the seller under the
contract over the value of the property to him or her, consequential
damages according to proof, and interest.



3308.  The parties to any lease of real or personal property may
agree therein that if the lease shall be terminated by the lessor by
reason of any breach thereof by the lessee, the lessor shall
thereupon be entitled to recover from the lessee the worth at the
time of the termination, of the excess, if any, of the amount of rent
and charges equivalent to rent reserved in the lease for the balance
of the stated term or any shorter period of time over the then
reasonable rental value of the property for the same period.
   The rights of the lessor under the agreement shall be cumulative
to all other rights or remedies now or hereafter given to the lessor
by law or by the terms of the lease; provided, however, that the
election of the lessor to exercise the remedy hereinabove permitted
shall be binding upon him or her and exclude recourse thereafter to
any other remedy for rental or charges equivalent to rental or
damages for breach of the covenant to pay the rent or charges
accruing subsequent to the time of the termination. The parties to
the lease may further agree therein that unless the remedy provided
by this section is exercised by the lessor within a specified time
the right thereto shall be barred.
   This section does not apply to a lease of real property unless (a)
the lease was executed before July 1, 1971, or (b) the terms of the
lease were fixed by a lease, option, or other agreement executed
before July 1, 1971.
   This section does not apply to leases subject to Division 10
(commencing with Section 10101) of the Commercial Code.



3315.  The detriment caused by the breach of a carrier's obligation
to accept freight, messages, or passengers, is deemed to be the
difference between the amount which he had a right to charge for the
carriage and the amount which it would be necessary to pay for the
same service when it ought to be performed.



3316.  The detriment caused by the breach of a carrier's obligation
to deliver freight, where he has not converted it to his own use, is
deemed to be the value thereof at the place and on the day at which
it should have been delivered, deducting the freightage to which he
would have been entitled if he had completed the delivery.




3317.  The detriment caused by a carrier's delay in the delivery of
freight, is deemed to be the depreciation in the intrinsic value of
the freight during the delay, and also the depreciation, if any, in
the market value thereof, otherwise than by reason of a depreciation
in its intrinsic value, at the place where it ought to have been
delivered, and between the day at which it ought to have been
delivered, and the day of its actual delivery.



3318.  The detriment caused by the breach of a warranty of an agent'
s authority, is deemed to be the amount which could have been
recovered and collected from his principal if the warranty had been
complied with, and the reasonable expenses of legal proceedings
taken, in good faith, to enforce the act of the agent against his
principal.



3319.  (a) In each written contract for private works of improvement
entered into on or after January 1, 1996, the contracting party and
the design professional may agree to contractual provisions that
include a late payment penalty, in lieu of any interest otherwise
due. The terms of the late payment penalty shall be specifically set
forth in the written contract.
   (b) The penalty authorized pursuant to subdivision (a) shall be
separate from, and in addition to, the design professionals' liens
provided by Chapter 8 (commencing with Section 3081.1) of Title 14 of
Part 4 of Division 3, mechanics' liens provided by Chapter 2
(commencing with Section 3109) of Title 15 of Part 4 of Division 3,
and stop notices for private works provided in Chapter 3 (commencing
with Section 3156) of Title 15 of Part 4 of Division 3.
   (c) None of the rights or obligations created or permitted by this
section between design professionals and contracting parties shall
apply to construction loan funds held by a lender pursuant to a
construction loan agreement.
   (d) For purposes of this section, the following definitions apply:
   (1) "Contracting party" means any person or entity entering into a
written contract with a design professional for professional design
services for a private work of improvement.
   (2) "Design professional" means a person licensed as an architect
pursuant to Chapter 3 (commencing with Section 5500) of Division 3 of
the Business and Professions Code, registered as a professional
engineer pursuant to Chapter 7 (commencing with Section 6700) of
Division 3 of the Business and Professions Code, or licensed as a
land surveyor pursuant to Chapter 15 (commencing with Section 8700)
of Division 3 of the Business and Professions Code.




3319.  (a) In each written contract for private works of improvement
entered into on or after January 1, 1996, the contracting party and
the design professional may agree to contractual provisions that
include a late payment penalty, in lieu of any interest otherwise
due. The terms of the late payment penalty shall be specifically set
forth in the written contract.
   (b) The penalty authorized pursuant to subdivision (a) shall be
separate from, and in addition to, the design professionals liens
provided by Chapter 3 (commencing with Section 8300) of Title 2 of
Part 6 of Division 4, mechanics liens provided by Chapter 4
(commencing with Section 8400) of Title 2 of Part 6 of Division 4,
and stop payment notices provided by Chapter 5 (commencing with
Section 8500) of Title 2 of Part 6 of Division 4.
   (c) None of the rights or obligations created or permitted by this
section between design professionals and contracting parties shall
apply to construction loan funds held by a lender pursuant to a
construction loan agreement.
   (d) For purposes of this section, the following definitions apply:
   (1) "Contracting party" means any person or entity entering into a
written contract with a design professional for professional design
services for a private work of improvement.
   (2) "Design professional" means a person licensed as an architect
pursuant to Chapter 3 (commencing with Section 5500) of Division 3 of
the Business and Professions Code, registered as a professional
engineer pursuant to Chapter 7 (commencing with Section 6700) of
Division 3 of the Business and Professions Code, or licensed as a
land surveyor pursuant to Chapter 15 (commencing with Section 8700)
of Division 3 of the Business and Professions Code.



3320.  (a) In each contract for public works of improvement, entered
into on or after January 1, 1996, the public agency shall pay to the
prime design professional any progress payment within 30 days of
receipt of a written demand for payment in accordance with the
contract, and the final retention payment within 45 days of receipt
of a written demand for payment in accordance with the contract. If
the public agency disputes in good faith any portion of the amount
due, it may withhold from the payment an amount not to exceed 150
percent of the disputed amount. The disputed amount withheld is not
subject to any penalty authorized by this section.
   (b) If any amount is wrongfully withheld or is not timely paid in
violation of this section, the prime design professional shall be
entitled to a penalty of 1 1/2 percent for the improperly withheld
amount, in lieu of any interest otherwise due, per month for every
month that payment is not made. In any action for the collection of
amounts withheld in violation of this section, the prevailing party
is entitled to his or her reasonable attorney's fees and costs.
   (c) The penalty described in subdivision (b) is separate from, and
in addition to, the design professionals' liens provided by Chapter
8 (commencing with Section 3081.1) of Title 14 of Part 4 of Division
3, mechanics' liens provided by Chapter 2 (commencing with Section
3109) of Title 15 of Part 4 of Division 3, and stop notices for
public works provided in Chapter 3 (commencing with Section 3156) of
Title 15 of Part 4 of Division 3.
   (d) This section does not apply to state agency contracts subject
to Section 927.6 of the Government Code.
   (e) None of the rights or obligations created by this section
between prime design professionals and public agencies apply to
construction loan funds held by a lender pursuant to a construction
loan agreement.
   (f) For purposes of this section:
   (1) "Public agency" means the state, any county, any city, any
city and county, any district, any public authority, any public
agency, any municipal corporation or other political subdivision or
political corporation of the state.
   (2) "Design professional" means a person licensed as an architect
pursuant to Chapter 3 (commencing with Section 5500) of Division 3 of
the Business and Professions Code, registered as a professional
engineer pursuant to Chapter 7 (commencing with Section 6700) of
Division 3 of the Business and Professions Code, or licensed as a
land surveyor pursuant to Chapter 15 (commencing with Section 8700)
of Division 3 of the Business and Professions Code.
   (3) "Prime design professional" means a design professional with a
written contract directly with the public agency.




3320.  (a) In each contract for public works of improvement, entered
into on or after January 1, 1996, the public agency shall pay to the
prime design professional any progress payment within 30 days of
receipt of a written demand for payment in accordance with the
contract, and the final retention payment within 45 days of receipt
of a written demand for payment in accordance with the contract. If
the public agency disputes in good faith any portion of the amount
due, it may withhold from the payment an amount not to exceed 150
percent of the disputed amount. The disputed amount withheld is not
subject to any penalty authorized by this section.
   (b) If any amount is wrongfully withheld or is not timely paid in
violation of this section, the prime design professional shall be
entitled to a penalty of 1 1/2 percent for the improperly withheld
amount, in lieu of any interest otherwise due, per month for every
month that payment is not made. In any action for the collection of
amounts withheld in violation of this section, the prevailing party
is entitled to his or her reasonable attorney's fees and costs.
   (c) The penalty described in subdivision (b) is separate from, and
in addition to, the design professionals liens provided by Chapter 3
(commencing with Section 8300) of Title 2 of Part 6 of Division 4,
mechanics liens provided by Chapter 4 (commencing with Section 8400)
of Title 2 of Part 6 of Division 4, and stop payment notices on
public works provided by Chapter 4 (commencing with Section 9350) of
Title 3 of Part 6 of Division 4.
   (d) This section does not apply to state agency contracts subject
to Section 927.6 of the Government Code.
   (e) None of the rights or obligations created by this section
between prime design professionals and public agencies apply to
construction loan funds held by a lender pursuant to a construction
loan agreement.
   (f) For purposes of this section:
   (1) "Public agency" means the state, any county, any city, any
city and county, any district, any public authority, any public
agency, any municipal corporation, or other political subdivision or
political corporation of the state.
   (2) "Design professional" means a person licensed as an architect
pursuant to Chapter 3 (commencing with Section 5500) of Division 3 of
the Business and Professions Code, registered as a professional
engineer pursuant to Chapter 7 (commencing with Section 6700) of
Division 3 of the Business and Professions Code, or licensed as a
land surveyor pursuant to Chapter 15 (commencing with Section 8700)
of Division 3 of the Business and Professions Code.
   (3) "Prime design professional" means a design professional with a
written contract directly with the public agency.



3321.  (a) In each contract for public works of improvement, a prime
design professional shall pay to each subconsultant design
professional the amount due him or her from the payment received, not
later than 15 days after receipt of each progress payment or final
retention payment. If the prime design professional disputes in good
faith any portion of the amount due, he or she may withhold from the
payment an amount not to exceed 150 percent of the disputed amount.
The disputed amount withheld shall not be subject to any penalty
authorized by this section.
   (b) If any amount is wrongfully withheld or is not timely paid in
violation of this section, the subconsultant design professional
shall be entitled to a penalty of 1 1/2 percent of the improperly
withheld amount, in lieu of any interest otherwise due, per month,
for each month that payment is not made. In any action for the
collection of amounts withheld in violation of this section, the
prevailing party shall be entitled to his or her reasonable attorney'
s fees and costs.
   (c) The penalty described in subdivision (b) shall be separate
from, and in addition to, the design professionals' liens provided by
Chapter 8 (commencing with Section 3081.1) of Title 14 of Part 4 of
Division 3, mechanics' liens provided by Chapter 2 (commencing with
Section 3109) of Title 15 of Part 4 of Division 3, and stop notices
for public works provided in Chapter 3 (commencing with Section 3156)
of Title 15 of Part 4 of Division 3.
   (d) None of the rights or obligations created by this section
between prime design professionals and subconsultant design
professionals shall apply to construction loan funds held by a lender
pursuant to a construction loan agreement.
   (e) For purposes of this section:
   (1) "Public agency" means the state, any county, any city, any
city and county, any district, any public authority, any public
agency, any municipal corporation or other political subdivision or
political corporation of the state.
   (2) "Design professional" means a person licensed as an architect
pursuant to Chapter 3 (commencing with Section 5500) of Division 3 of
the Business and Professions Code, registered as a professional
engineer pursuant to Chapter 7 (commencing with Section 6700) of
Division 3 of the Business and Professions Code, or licensed as a
land surveyor pursuant to Chapter 15 (commencing with Section 8700)
of Division 3 of the Business and Professions Code.
   (3) "Prime design professional" means a design professional having
a written contract directly with the public agency.
   (4) "Subconsultant design professional" means a design
professional having a written contract with a prime design
professional.


3321.  (a) In each contract for public works of improvement, a prime
design professional shall pay to each subconsultant design
professional the amount due him or her from the payment received, not
later than 15 days after receipt of each progress payment or final
retention payment. If the prime design professional disputes in good
faith any portion of the amount due, he or she may withhold from the
payment an amount not to exceed 150 percent of the disputed amount.
The disputed amount withheld shall not be subject to any penalty
authorized by this section.
   (b) If any amount is wrongfully withheld or is not timely paid in
violation of this section, the subconsultant design professional
shall be entitled to a penalty of 1 1/2 percent of the improperly
withheld amount, in lieu of any interest otherwise due, per month,
for each month that payment is not made. In any action for the
collection of amounts withheld in violation of this section, the
prevailing party shall be entitled to his or her reasonable attorney'
s fees and costs.
   (c) The penalty described in subdivision (b) shall be separate
from, and in addition to, the design professionals liens provided by
Chapter 3 (commencing with Section 8300) of Title 2 of Part 6 of
Division 4, mechanics liens provided by Chapter 4 (commencing with
Section 8400) of Title 2 of Part 6 of Division 4, and stop payment
notices on public works provided by Chapter 4 (commencing with
Section 9350) of Title 3 of Part 6 of Division 4.
   (d) None of the rights or obligations created by this section
between prime design professionals and subconsultant design
professionals shall apply to construction loan funds held by a lender
pursuant to a construction loan agreement.
   (e) For purposes of this section:
   (1) "Public agency" means the state, any county, any city, any
city and county, any district, any public authority, any public
agency, any municipal corporation, or other political subdivision or
political corporation of the state.
   (2) "Design professional" means a person licensed as an architect
pursuant to Chapter 3 (commencing with Section 5500) of Division 3 of
the Business and Professions Code, registered as a professional
engineer pursuant to Chapter 7 (commencing with Section 6700) of
Division 3 of the Business and Professions Code, or licensed as a
land surveyor pursuant to Chapter 15 (commencing with Section 8700)
of Division 3 of the Business and Professions Code.
   (3) "Prime design professional" means a design professional having
a written contract directly with the public agency.
   (4) "Subconsultant design professional" means a design
professional having a written contract with a prime design
professional.


3322.  (a) (1) A broker of construction trucking services shall pay
all transportation charges submitted by a motor carrier of property
in dump truck equipment by the 25th day following the last day of the
calendar month in which the transportation was performed, if the
charges, including all necessary documentation, are submitted by the
fifth day following the last day of the calendar month in which the
transportation was performed. If there is a good faith dispute over a
portion of the charges claimed, the broker may withhold payment of
an amount not to exceed 150 percent of the estimated cost of the
disputed amount.
   (2) A broker who violates paragraph (1) shall pay to the motor
carrier of property in dump truck equipment a penalty of 2 percent
per month on the improperly withheld amount.
   (3) In an action for the collection of moneys not paid in
accordance with paragraph (1), the prevailing party shall be entitled
to his or her attorney's fees and costs.
   (b) For purposes of subdivision (a), the following definitions
apply:
   (1) A "broker of construction trucking services" means any person,
excluding a licensed contractor, that, as a principal or agent,
arranges for transportation services to be provided by an independent
contractor motor carrier of property in dump truck equipment and who
is responsible for paying the transportation charges of the motor
carrier.
   (2) A "motor carrier of property in dump truck equipment" means a
motor carrier of property permitted by the Department of Motor
Vehicles that hauls any type of construction commodity or material in
dump truck equipment.
   (c) Subdivision (a) only applies if a motor carrier of property is
in compliance with Division 14.85 (commencing with Section 36000) of
the Vehicle Code at the time the dump truck transportation work is
performed.


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