2201 . Intentional Interference With Contractual
Relations - Essential Factual Elements
[ Name of plaintiff ] claims that [ name of defendant ] intentionally interfered
with the contract between [him/her/ nonbinary pr onoun /it] and [ name of
thir d party ]. T o establish this claim, [ name of plaintiff ] must prove all of
the following:
1. That there was a contract between [ name of plaintiff ] and [ name of
third party ];
2. That [ name of defendant ] knew of the contract;
3. That [ name of defendant ]’s conduct prevented performance or
made performance more expensive or dif f icult;
4. That [ name of defendant ] [intended to disrupt the performance of
this contract/ [or] knew that disruption of performance was
certain or substantially certain to occur];
5. That [ name of plaintiff ] was harmed; and
6. That [ name of defendant ]’s conduct was a substantial factor in
causing [ name of plaintiff ]’s harm.
New September 2003; Revised June 2012, December 2013
Directions for Use
This tort is sometimes called intentional interference with performance of a contract.
(See Little v . Amber Hotel Co. (201 1) 202 Cal.App.4th 280, 291 [136 Cal.Rptr .3d
97].) If the validity of a contract is an issue, see the series of contracts instructions
(CACI No. 300 et seq.).
Sources and Authority
• “[A]llowing interference with at-will contract claims without requiring
independent wrongfulness risks chilling legitimate business competition. An
actionable claim for interference with contractual relations does not require that
the defendant have the specific intent to interfere with a contract. A plaintif f
states a claim so long as it alleges that the defendant knew interference was
‘ “certain or substantially certain to occur as a result of [defendant’ s] action.” ’
W ithout an independent wrongfulness requirement, a competitor ’ s good faith
of fer that causes a business to withdraw from an at-will contract could trigger
liability or at least subject the competitor to costly litigation. In fact, even if a
business in an at-will contract solicits of fers on its own initiative, a third party
that submits an of fer could face liability if it knew that acceptance of the of fer
would cause the soliciting business to withdraw from its existing contract.
Allowing disappointed competitors to state claims for interference with at-will
contracts without alleging independently wrongful conduct may expose routine
and legitimate business competition to litigation. [¶] W e therefore hold that to
state a claim for interference with an at-will contract by a third party , the
plaintif f must allege that the defendant engaged in an independently wrongful
act.” ( Ixchel Pharma, LLC v . Biogen, Inc. (2020) 9 Cal.5th 1130, 1 148 [266
Cal.Rptr .3d 665, 470 P .3d 571], internal citation omitted.)
• “California recognizes a cause of action against noncontracting parties who
interfere with the performance of a contract. ‘It has long been held that a
stranger to a contract may be liable in tort for intentionally interfering with the
performance of the contract.’ ” ( Redfearn v . T rader Joe’ s Co. (2018) 20
Cal.App.5th 989, 997 [230 Cal.Rptr .3d 98], original italics.)
• “[C]ases have pointed out that while the tort of inducing breach of contract
requires proof of a breach, the cause of action for interference with contractual
relations is distinct and requires only proof of interference.” ( Pacific Gas &
Electric Co. v . Bear Stearns & Co. (1990) 50 Cal.3d 11 18, 1129 [270 Cal.Rptr .
1, 791 P .2d 587], internal citations omitted.)
• “The elements which a plaintif f must plead to state the cause of action for
intentional interference with contractual relations are (1) a valid contract between
plaintif f and a third party; (2) defendant’ s knowledge of this contract; (3)
defendant’ s intentional acts designed to induce a breach or disruption of the
contractual relationship; (4) actual breach or disruption of the contractual
relationship; and (5) resulting damage.” ( Pacific Gas & Electric Co. v . Bear
Stearns & Co. (1990) 50 Cal.3d 1 1 18, 1 126 [270 Cal.Rptr . 1, 791 P .2d 587],
internal citations omitted.)
• “[A] cause of action for intentional interference with contract requires an
underlying enforceable contract. Where there is no existing, enforceable contract,
only a claim for interference with prospective advantage may be pleaded.”
( PMC, Inc. v . Saban Entertainment, Inc. (1996) 45 Cal.App.4th 579, 601 [52
Cal.Rptr .2d 877].)
• “Because interference with an existing contract receives greater solicitude than
does interference with prospective economic advantage, it is not necessary that
the defendant’ s conduct be wrongful apart from the interference with the contract
itself.” ( Quelimane Co. v . Stewart T itle Guaranty Co. (1998) 19 Cal.4th 26, 55
[77 Cal.Rptr .2d 709, 960 P .2d 513], internal citations omitted.)
• “The question is whether a plaintif f must plead and prove that the defendant
engaged in wrongful acts with the specific intent of interfering with the plaintif f’ s
business expectancy . W e conclude that specific intent is not a required element
of the tort of interference with prospective economic advantage. While a plainti ff
may satisfy the intent requirement by pleading specific intent, i.e., that the
defendant desired to interfere with the plaintif f’ s prospective economic
advantage, a plaintif f may alternately plead that the defendant knew that the
interference was certain or substantially certain to occur as a result of its action.”
( Kor ea Supply Co. v . Lockheed Martin Corp. (2003) 29 Cal.4th 1 134, 1 154 [131
CACI No. 2201 ECONOMIC INTERFERENCE
Cal.Rptr .2d 29, 63 P .3d 937], original italics.)
• “W e caution that although we find the intent requirement to be the same for the
torts of intentional interference with contract and intentional interference with
prospective economic advantage, these torts remain distinct.” ( Kor ea Supply Co.,
supra , 29 Cal.4th at p. 1 157.)
• “Plaintif f need not allege an actual or inevitable breach of contract in order to
state a claim for disruption of contractual relations. W e have recognized that
interference with the plaintif f’ s performance may give rise to a claim for
interference with contractual relations if plaintif f’ s performance is made more
costly or more burdensome. Other cases have pointed out that while the tort of
inducing breach of contract requires proof of a breach, the cause of action for
interference with contractual relations is distinct and requires only proof of
interference.” ( Pacific Gas & Electric Co., supra, 50 Cal.3d at p. 1 129, internal
citations omitted.)
• “ [A] contracting party cannot be held liable in tort for conspiracy to interfere
with its own contract.” ( Asahi Kasei Pharma Corp. v . Actelion Ltd. (2013) 222
Cal.App.4th 945, 961 [166 Cal.Rptr .3d 134], original italics.)
• “[O]ne, like [defendant] here, who is not a party to the contract or an agent of a
party to the contract is a ‘stranger ’ for purpose of the tort of intentional
interference with contract. A nonparty to a contract that contemplates the
nonparty’ s performance, by that fact alone, is not immune from liability for
contract interference. Liability is properly imposed if each of the elements of the
tort are otherwise satisfied.” ( Redfearn , supra , 20 Cal.App.5th at p. 1003.)
• “[I]nterference with an at-will contract is actionable interference with the
contractual relationship, on the theory that a contract ‘at the will of the parties,
respectively , does not make it one at the will of others.’ ” ( Pacific Gas &
Electric Co., supra, 50 Cal.3d at p. 1 127, internal citations and quotations
• “W e conclude that a plaintiff seeking to state a claim for intentional interference
with contract or prospective economic advantage because defendant induced
another to undertake litigation, must allege that the litigation was brought
without probable cause and that the litigation concluded in plaintif f’ s favor .”
( Pacific Gas & Electric Co., supra, 50 Cal.3d at p. 1 137.)
• “[A]n actor with ‘ “a financial interest in the business of another is privileged
purposely to cause him not to enter into or continue a relation with a third
person in that business if the actor [¶] (a) does not employ improper means, and
[¶] (b) acts to protect his interest from being prejudiced by the relation[.]” ’ ”
( Asahi Kasei Pharma Corp, supra , 222 Cal.App.4th at p. 962.)
Secondary Sources
5 W itkin, Summary of California Law (1 1th ed. 2017) T orts, §§ 854, 855, 875
Chin et al., California Practice Guide: Employment Litigation, Ch. 5(I)-F ,
Intentional Interfer ence W ith Contract Or Prospective Economic Advantage , ¶ 5:461
ECONOMIC INTERFERENCE CACI No. 2201
et seq. (The Rutter Group)
3 Levy et al., California T orts, Ch. 40, Fraud and Deceit and Other Business T orts ,
§§ 40.1 10-40.1 17 (Matthew Bender)
49 California Forms of Pleading and Practice, Ch. 565, Unfair Competition ,
§ 565.133 (Matthew Bender)
12 California Points and Authorities, Ch. 122, Interfer ence , § 122.20 et seq.
(Matthew Bender)
CACI No. 2201 ECONOMIC INTERFERENCE
Page last reviewed May 2024
UC Davis Law professor Vikram David Amar analyzes a recent Eighth Circuit ruling on Missouri’s Second Amendment Preservation Act (SAPA), which seeks to protect gun rights by limiting state cooperation with federal firearm laws.
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