Legal Memorandum: Tortious Interference of Contract in DE

Issue: What are the elements of a cause of action for tortious interference of contract under Delaware law?

“To succeed on [a] claim for intentional interference with a contract: There must be (1) a contract, (2) about which the defendant knew and (3) an intentional act that is a significant factor in causing the breach of such contract (4) without justification, (5) which causes injury.”  Layfield v. Beebe Med. Ctr., No. Civ. A. 95C-12-007 (Del. Super. Ct. July 18, 1997) (citing Irwin & Leighton, Inc. v. W.M. Anderson Co., 532 A.2d 983, 992 (Del. Ch. 1987)).

The Layfield case uses the Restatement (Second) of Torts’ definition of an intentional act, that is, an act is intentional when the defendant desires to cause the breach or is substantially certain that the breach will result.  Id. (citing Restatement (Second) of Torts §§ 8A, 766, cmt. j (1977)).  Generally “when an ultimate fact to be determined is one of intention, summary judgment is inappropriate.”  Id. (citations omitted).  In Layfield summary judgment was denied because there was a question of fact on the defendant’s intention. 

The fourth element, that the defendant act “without justification,” comes from the Restatement’s formula that the interference be “improper.”  The plaintiff must allege facts that make the interference improper, such as alleging that the defendant’s conduct was motivated by malice or a bad-faith purpose.  See Shearin v. E.F. Hutton Group, Inc., 652 A.2d 578, 590-91 (Del. Ch. 1994).  In Shearin the issue for decision was whether a corporate affiliate of the plaintiff’s employer had a privilege to act as […]