325. Breach of Implied Covenant of Good Faith and Fair Dealing--Essential Factual Elements Instruction No 1 Request by Plaintiff Given as Proposed Refused Withdrawn Request by Defendant Given as Modified Requested by Given on Court's Motion Judge Instruction No 1 In every contract or agreement there is an implied promise of good faith and fair dealing. This means that each party will not do anything to unfairly interfere with the right of any other party to receive the benefits of the contract; however, the implied promise of good faith and fair dealing cannot create obligations that are inconsistent with the terms the contract. [Name of plaintiff] claims that [name of defendant] violated the duty to act fairly and in good faith. To establish this claim, [name of plaintiff] must prove all of the following: 1. [2. That [name of plaintiff] and [name of defendant] entered into a contract; That [name of plaintiff] did all, or substantially all of the significant things that the contract required [him/her/it] to do [or that [he/she/it] was excused from having to do those things];] That all conditions required for [name of defendant]'s performance [had occurred/[or] were excused];] That [name of defendant] unfairly interfered with [name of plaintiff]'s right to receive the benefits of the contract; and That [name of plaintiff] was harmed by [name of defendant]'s conduct. [3. 4. 5. _____________________________________________________________________________ New April 2004; Revised June 2011, December 2012, June 2014