In Utah, the elements of accord and satisfaction are:
- a bona fide dispute over an unliquidated amount;
- a payment tendered in full settlement of the entire dispute; and
- an acceptance of the payment.[i]
An accord and satisfaction arises when the parties to a contract agree that a different performance, to be made in substitution of the performance originally agreed upon, will discharge the obligation created under the original agreement.[ii] The substituted agreement calling for the different performance discharges the obligation created under the original agreement. The elements essential to contracts generally must be present in a contract of accord and satisfaction, including offer and acceptance, competent parties, and consideration. The scope of an accord and satisfaction is determined by the intention of the parties.[iii]
[i] Estate Landscape & Snow Removal Specialists v. Mountain States Tel. & Tel. Co., 844 P.2d 322 (Utah 1992)
[ii] Golden Key Realty v. Mantas, 699 P.2d 730 (Utah 1985)
[iii] Quealy v. Anderson, 714 P.2d 667 (Utah 1986)
