How long is the limitations period for breach of contract in Oregon, and can a contract change it?
An action upon a contract or liability, express or implied, excepting those mentioned in ORS 12.070, 12.110 and 12.135 and except as otherwise provided in ORS 72.7250, must be commenced within six years (ORS 12.080(1)). Two of those exceptions matter to a contract reader. An action on a judgment or decree, or on a sealed instrument entered into before August 13, 1965, runs for 10 years (ORS 12.070). And a claim against a person arising from construction, alteration or repair of an improvement to real property, or from design, planning, surveying, architectural or engineering services for it, whether in contract, tort or otherwise, must be brought before the earliest of the otherwise applicable period, 10 years after substantial completion or abandonment for a small commercial or residential structure, or six years after substantial completion or abandonment for a large commercial structure (ORS 12.135(2)). An action for breach of any contract for sale must be commenced within four years after the cause of action accrues; by the original agreement the parties may reduce the period to not less than one year but may not extend it; the cause of action accrues when the breach occurs, regardless of the aggrieved party's lack of knowledge, and a breach of warranty occurs when tender of delivery is made except where a warranty explicitly extends to future performance and discovery must await that performance (ORS 72.7250(1)-(2)). An action begun in time but terminated in a way that leaves another action available for the same breach may be recommenced within six months of that termination even after the four years have run, unless it ended by voluntary discontinuance or by dismissal for failure or neglect to prosecute (72.7250(3)).
The trap
In a contract for sale of goods, an agreed period shorter than one year, or any extension of the four years, is not permitted by 72.7250(1). For a construction claim the six years is not the operative number: ORS 12.135(2) caps it at the earliest of the otherwise applicable period and the 10-year or six-year repose dates measured from substantial completion, so a contract claim can expire before six years from breach. What was read does not establish whether or how far a contract outside the sale of goods may shorten the six-year period.
5 authorities
- statuteORS 12.080enactment date not established
The words that state the rule
An action upon a contract or liability, express or implied, excepting those mentioned in ORS 12.070, 12.110 and 12.135 and except as otherwise provided in ORS 72.7250; (2) An action upon a liability created by statute, other than a penalty or forfeiture, excepting those mentioned in ORS 12.110; (3) An action for waste or trespass upon or for interference with or injury to any interest of another in real property, excepting those mentioned in ORS 12.050, 12.060, 12.135, 12.137 and 273.241; or (4) An action for taking, detaining or injuring personal property, including an action for the specific recovery thereof, excepting an action mentioned in ORS 12.137; shall be commenced within six years.
- statuteORS 12.070enactment date not established
The words that state the rule
An action upon a judgment or decree of any court of the United States, or of any state or territory within the United States; or (2) An action upon a sealed instrument entered into before August 13, 1965, shall be commenced within 10 years.
- statuteORS 12.135enactment date not established
The words that state the rule
An action against a person by a plaintiff who is not a public body, whether in contract, tort or otherwise, arising from the person having performed the construction, alteration or repair of any improvement to real property or the supervision or inspection thereof, or from the person having furnished design, planning, surveying, architectural or engineering services for the improvement, must be commenced before the earliest of: (a) The applicable period of limitation otherwise established by law; (b) Ten years after substantial completion or abandonment of the construction, alteration or repair of a small commercial structure or residential structure; or (c) Six years after substantial completion or abandonment of the construction, alteration or repair of a large commercial structure.
- statuteORS 72.7250enactment date not established
The words that state the rule
An action for breach of any contract for sale must be commenced within four years after the cause of action has accrued. By the original agreement the parties may reduce the period of limitation to not less than one year but may not extend it. (2) A cause of action accrues when the breach occurs, regardless of the aggrieved party’s lack of knowledge of the breach. A breach of warranty occurs when tender of delivery is made, except that where a warranty explicitly extends to future performance of the goods and discovery of the breach must await the time of such performance the cause of action accrues when the breach is or should have been discovered.
- statuteORS 72.7250enactment date not established
The words that state the rule
Where an action commenced within the time limited by subsection (1) of this section is so terminated as to leave available a remedy by another action for the same breach such other action may be commenced after the expiration of the time limited and within six months after the termination of the first action unless the termination resulted from voluntary discontinuance or from dismissal for failure or neglect to prosecute.
“Defective” means that reading found something to correct. What you are reading is the rule as it stands after that reading.