Written Contract · Statute of Limitations
Deadline to Sue Over a Contract in Utah
How long you have to sue over a broken written contract in Utah, the statute of limitations, plus when the clock starts, the shorter deadline for oral contracts, and the four-year UCC rule for a sale of goods. Cited to the statute.
How the deadline works in Utah
When the clock starts, whether a discovery rule can delay it, and the deadlines that differ for oral contracts and a sale of goods.
| How the clock works | In Utah | What it means |
|---|---|---|
| Standard deadline | 6 years | The general limitations period to file a written-contract claim. |
| Statute | Utah Code §78B-2-309 | The controlling statute for the limitations period. Read the full text through the source link below. |
When it starts
The six years generally runs from when the breach occurs, not from when you discover it. Utah measures from accrual, typically the date performance was due and missed, so a breach found late usually does not restart the clock for an ordinary written contract.
Discovery rule Yes
Limited. Utah applies a discovery rule to contract claims only in narrow circumstances, such as where the breach was concealed or could not reasonably have been discovered. The default for an ordinary written contract is accrual at breach, so treat delayed discovery as the exception you must establish.
Statute of repose: None
No general statute of repose for ordinary written contracts. The six-year period runs from breach or accrual. Construction and improvement claims carry their own outer limits under separate statutes, but those are not the general §78B-2-309 contract clock.
| Deadlines that can differ | Period | What it means |
|---|---|---|
| Oral or unwritten contract | 4 years | An action on a contract not founded on a writing must be filed within four years under Utah Code §78B-2-307, two years shorter than the written period. Whether an agreement counts as written can decide the deadline, so this is the biggest trap in Utah. |
| Sale of goods (UCC) | 4 years | A contract for the sale of goods runs on Utah Code §70A-2-725: four years from when the breach occurs, with warranty claims accruing at delivery regardless of your knowledge. Parties may agree to shorten it to no less than one year but may not extend it. |
| Written instrument versus open account | 6 years or 4 years | A written instrument gets six years, but an unwritten account or a contract not founded on a writing gets four. Confirm you actually hold a signed writing before you count on six years. |
What you can do right now
Concrete, neutral steps if a contract was broken in Utah and the clock is running. This is legal information, not legal advice.
- Confirm you have a written instrument
Utah gives a written contract six years under §78B-2-309, but an oral or unwritten one only four under §78B-2-307. Confirm you have a signed writing before you rely on the longer period.
- Fix the breach date
Write down when the other side broke the agreement. The six years usually runs from that breach, not from when you found out, so the calendar starts earlier than many people expect.
- If goods were sold, check the UCC clock
A sale of goods runs on Utah Code §70A-2-725, a separate four-year rule that accrues at delivery for warranty claims. Confirm whether your deal is a sale of goods rather than a services or general contract.
- Talk to a Utah attorney before the deadline
Whether your contract is written, when it accrued, and whether discovery was delayed all turn on your facts. A licensed Utah attorney can confirm your exact deadline before the six years runs.
This is general legal information, not legal advice. Deadlines turn on the specific facts of your case, and exceptions cut both ways, so confirm your date with a licensed attorney before relying on it.
What Utah contract claimants get wrong
The costly mistake in Utah is assuming every agreement carries the same deadline. A written contract gives you six years under Utah Code §78B-2-309, which covers any obligation founded on an instrument in writing, but an oral or unwritten one gives you only four under §78B-2-307. Whether your deal counts as founded on a writing can therefore decide whether your claim is alive or dead. The clock usually starts at the breach, generally the date performance was due and missed, not the day you learned of it. Utah recognizes a discovery rule only in narrow cases where the breach was concealed or could not reasonably have been found, so do not assume a late-discovered breach resets six years. One more wrinkle catches people out: a sale of goods runs on the four-year UCC clock in §70A-2-725, not §78B-2-309. If your deadline is close, pin down the breach date and the form of the contract before relying on six years.
Common questions
What is the statute of limitations on a written contract in Utah?
Six years from the breach, under Utah Code §78B-2-309, for an action on any obligation founded on an instrument in writing. The clock generally runs from when the contract was broken, not from when you discovered it.
How long do I have to sue on an oral contract in Utah?
Four years, under Utah Code §78B-2-307, two years shorter than the written-contract period. Because the gap is real, whether your agreement counts as written or oral can decide whether your claim is still timely.
Does the six years start at the breach or when I found out?
Usually at the breach. Utah recognizes a narrow discovery rule for a concealed or reasonably undiscoverable breach, but the default for an ordinary written contract is that the six years runs from the breach itself.
Is a contract to buy goods still six years in Utah?
No. A sale of goods is governed by Utah Code §70A-2-725, a four-year period that accrues at delivery for warranty claims regardless of your knowledge. Parties can shorten it to no less than one year but cannot extend it.
Not legal advicePlainStatute provides plain-language summaries of public law for general information only. This is not legal advice. Statutes change; always confirm current requirements with the official source linked above before acting.