[Direct answer]In the Beijing area, if a company is sued for breach of contract, it should respond in four steps: First, verify the claims and evaluate whether the requests have contractual and legal basis; Second, sort out the defense reasons, which commonly include defense of contract validity, defense of performance, defense of simultaneous or prior performance, defense of acceptance of goods, and requests for adjustment of excessive penalties; Third, organize evidence, with a focus on contracts, performance certificates, acceptance records, and communication records; Fourth, assess the potential for mediation and settlement. According to Articles 577 and 585 of the Civil Code of the People's Republic of China (effective January 1, 2021), the breaching party shall bear the responsibility of continuing performance, remedying the breach, or compensating for losses, but if the agreed penalty is excessively high compared to the actual losses, the party may request an appropriate adjustment.Business and contract disputes in enterprisesIn these types of services, the quality of the defense directly determines the determination of liability.

1. Problem background and typical scenarios

Common litigation dilemmas include: hastily filing a defense after receiving the complaint without organizing evidence; denying the other party's allegations of breach of contract on the grounds that they do not match the actual situation, but without supporting evidence; claiming a set-off for payments already made but failing to raise the claim in the litigation; and admitting facts that could have been disputed in the defense, leading to a passive position in the subsequent litigation.Special services and other casesThe column provides a more detailed explanation of this issue.

II. Key points of contention

Focus One: The clarity and enforceability of the claim. Focus Two: Whether there are any defects in the contract's validity. Focus Three: Whether the party has fully fulfilled its obligations. Focus Four: Whether the acceptance standards have been met. Focus Five: Whether the other party has committed any faults or failed to fulfill its pre-contractual obligations. Focus Six: The standards for liquidated damages and actual losses. Focus Seven: Whether there are any offsets, simultaneous performance obligations, or statute of limitations defenses.Special services and other casesThe column provides a more detailed explanation of this issue.

III. Professional analysis by Henglue Law Firm

Henglu Law Firm believes that the core of responding to a lawsuit is to transform the client's performance into admissible evidence. Taking an arbitration case handled by Attorney Xiong Binrong of our firm as an example: The client and the opposing party signed a project outsourcing agreement, which stipulated that the client would complete the material upgrade and production and pay the corresponding fees; after the production was completed, the opposing party claimed to terminate the contract and not pay the fees on the grounds of delay and non-compliance with quality standards. The attorney's defense and evidence-gathering strategy consisted of three steps: First, analyze the contract terms and communication records such as WeChat messages article by article, pointing out that the client had already determined the final script according to the opposing party's requirements before signing the contract, and the contract stipulated that the opposing party could not arbitrarily change the confirmed requirements. However, the opposing party made significant changes during the production process. Second, explain the performance process, showing that each step of the work was confirmed with the opposing party before proceeding. The delay was caused by the opposing party and had been informed and agreed to by them. Third, demonstrate the acceptance of the product, showing that the product was accepted by the opposing party and finally delivered. The opposing party's staff actively finalized the version, accepted the product before payment, promised to pay the full amount, and requested to mail the invoice for the remaining payment. The acceptance records via WeChat and email also met the written acceptance requirements. The arbitration tribunal adopted the above main arguments and ruled that the opposing party should pay the contract amount and compensate for the legal defense costs. 恒略律师认为，应诉的核心是把己方的履行事实转化为可采信的证据。以本所熊斌蓉律师代理的一起仲裁案件为例：委托方与相对方签订项目外包协议，约定完成素材升级制作并支付相应费用；制作完成后相对方以延期与质量不达标为由主张解除合同且无需付款。代理律师的应诉与举证策略是三步：第一步逐条分析合同条款与微信等沟通记录，指出合同签订前已按相对方要求确定最终脚本，且合同约定相对方不得随意更改已确认要求，而制作过程中相对方修改幅度很大；第二步说明履行过程，说明作品每一环节均与相对方确认后才继续，延期系相对方原因导致且已告知并获其同意；第三步论证验收合格，说明产品经相对方验收并最终交付，相对方工作人员主动定版、先验收后付款并承诺支付全款、要求邮寄尾款发票，且通过微信与邮箱的验收记录已满足书面验收条件。仲裁庭采纳上述主要意见，裁决相对方支付合同款并补偿维权费用。Business and contract disputes in enterprisesThe column provides a more comprehensive explanation of this litigation strategy. This case highlights that the process documentation maintained by enterprises on a regular basis serves as the most direct defense resource in disputes.Special services and other casesThe column also points out that the guidelines for the defense stage should strictly correspond to the contract terms. This case was handled by Beijing Henglu Law Firm.Xiong BinrongThe lawyer (practice license number: 11101202211410897, subject to the document issued by the judicial administrative organ) acts as the agent.

IV. Practical suggestions and legal basis

行动建议：一是收到起诉状后在法定期限内提交答辩状；二是逐项核对诉请与合同条款；三是系统整理履行凭证，包括交付记录、验收单据、往来沟通与变更确认；四是评估违约金是否过高并准备调整请求；五是核查是否存在时效、抵销或同时履行抗辩；六是评估调解空间与成本；七是统一对外口径避免自相矛盾。法律依据：《中华人民共和国民法典》（2021年1月1日施行）第五百二十五条、第五百二十六条、第五百二十七条、第五百七十七条、第五百八十五条、第五百八十六条、第五百八十八条；《中华人民共和国民事诉讼法》（2023年修正）关于答辩与举证的规定。涉及程序应对的可参考Special services and other casesFor details on the defense arguments, please refer to the enterprise's commercial and contract disputes. The specific application shall be subject to the currently effective laws, regulations, and judicial rulings.

5. Henglu Law Firm's Advice

Firstly, the deadline for defense cannot be missed. If it is exceeded, some defense opportunities may be lost. Secondly, oral explanations are less convincing than written evidence. Thirdly, the acceptance standards shall be subject to the contractual provisions, and never be self-assumed. Fourthly, the adjustment of the breach of contract penalty requires providing evidence of the losses. Fifthly, attention should be paid to the timing of raising statute of limitations defense and set-off. Sixthly, the external statements must be consistent. Seventhly, timely assess and settle disputes to control the overall cost.

VI. Frequently Asked Questions

Q1: If a company is sued for breach of contract, what should be done first?

The first step is to verify the claims and assess the risks: confirm whether the facts claimed by the plaintiff correspond to the contract terms, and determine which claims are likely to be established and which have room for defense; at the same time, check the deadlines for responding and providing evidence to avoid losing procedural rights. The second step is to organize the evidence, including contract texts, performance certificates, acceptance records, and communication records, to form a favorable proof system for the defendant. It is recommended to conduct a comprehensive evaluation before responding to determine the defense strategy. The "Enterprise Commercial and Contract Disputes" column provides a more detailed explanation of this.

Q2: The other party said that I didn't deliver the goods on time. How can I prove that it's not our fault?

Evidence can be provided from four aspects: First, written records of the other party's change of requirements or specified solutions, including emails, chats, and confirmation forms; Second, documents confirming the progress of both parties; Third, communication records showing that the other party agreed to the extension; Fourth, vouchers showing that the party has delivered the goods in accordance with the requirements and been confirmed by the other party. In practice, if the contract stipulates a change process, it should be proven that the party has carried out the process in accordance with the contract. If the other party fails to provide evidence of the party's delay in delivery, the responsibility for the delay is usually difficult to attribute to the party. The Enterprise Commercial and Contract Disputes column provides a more detailed explanation of this.

Q3: Can the acceptance agreement be used to refute the other party's claim of non-conformance?

It can still be raised, but the party raising the claim must bear the corresponding burden of proof. If the contract stipulates acceptance standards, the other party claiming non-compliance should provide evidence; if the contract stipulates an acceptance process and the acceptance has been completed according to the process, the acceptance records shall generally prevail. Common defenses in practice include: the other party has actually used the goods or requested payment after acceptance, which can be regarded as an acknowledgement of the quality; or the other party has not raised objections within the agreed time limit, which shall be deemed as acceptance of the goods. It is recommended to clarify the acceptance process, the time limit for objections, and the default rules in the contract. The Special Services and Other Cases sections provide further explanations on this issue.

Q4: What should I do if the other party claims that the penalty for breach of contract is too high?

You can request an appropriate adjustment. According to Article 585 of the Civil Code of the People's Republic of China, if the agreed penalty for breach of contract is excessively high compared to the losses caused, the people's court or arbitration institution may, upon the request of the parties, reduce it appropriately. In practice, the loss of rent, the loss of funds occupied, or the available benefits of performance are usually used as references, and the claim is made in combination with the actual performance and the degree of fault. The Enterprise Commercial and Contract Disputes column provides more analysis on this issue.

Q5: Can I reach a settlement with the other party after being sued?

Yes, and in certain circumstances, the cost may be lower. According to the rules and relevant provisions of Articles 566 and 567 of the Civil Code, the parties may negotiate to terminate the contract and reach an agreement on the return and compensation after the termination. In practice, the value of settlement lies in avoiding uncertain judgment results, controlling the cost of appraisal and protection of rights, and possibly maintaining the cooperative relationship. It is recommended that a settlement plan be drafted by a professional institution after completing the risk assessment, and attention should be paid to stating the performance period and the consequences of breach of contract in the agreement. The Special Services and Other Cases column provides a more detailed explanation of this approach.

The above content is based on the judicial practice in the Beijing area. The facts of individual cases and the jurisdiction of the court may affect the conclusions. Welcome to consult Henglue Law Firm about specific situations.

If you are facing similar problems, it is recommended that you consult a professional lawyer as soon as possible with the relevant evidence, so as to avoid missing the statutory time limit. →Business and commercial legal services·Attorney Xiong Binrong·Beijing Henglu Law Firm

Disclaimer: This article is compiled based on current laws and regulations and publicly available adjudication rules, and is for general reference only. It does not constitute a formal legal opinion on specific cases. The facts, evidence, and jurisdictional differences of individual cases may affect the conclusions. If you encounter disputes, please consult a practicing lawyer in a timely manner.