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If a contract contains typos can either party under contract be freed from contract responsibilities?
I recently obtained a company via signing a "legally binding contract". After closer inspection, after problems had arrisen. I have noticed several typos. Can either party free itself from said contract due to the "typos" ? This is a contract for the transfer of a company from one person to another. I thought "legally binding contracts" were to be mistake free to be ligitamate. ps i didnt make the contract in case you find typos in my details lol
The word "License" is a very important word in this contract and in the contract it is typed up as "li" with no period after it. and no ending to the sentence. I am under the impression this word is the typeing of the "li" the other party may disagree. this sentence and word license is very crucial to the companys worth. The previos owner is now saying there is no Licence and all i have to go on is the Typo "li" with no period or ending of the sentence
5 Answers
- Jeffrey VLv 41 decade ago
Under the Parol Evidence Rule once an agreement is
reduced to its final written form, there are only certain
situations in which either written or verbal evidence can be
admitted by a party seeking to materially change the duty
of the other party to the agreement. One such exception is where the added evidence would clarify an ambiguity in the
agreement.
What is far more likely is that if there are a number of errors in the agreement, the parties probably should sit down and review the agreement with a view to correcting the mistakes. Basically, a modification, unless the agreement is so vastly altered by the corrections that a novation would be
required.
Finally, where mistake is asserted as a grounds for recision of a contract, the party asserting the defense must not bear the risk of the mistake, and the mistake in most cases must be one that could foreseeably and reasonably be made. If those criteria are met, the defense will stand.
- old ladyLv 71 decade ago
Depends a great deal on what the typos are. If it's just a question of pied type -- spelling 'word' as 'wrod' for example, it wouldn't make any difference to the sense of the contract. But if the typo involved commas in the wrong place, it could change the meaning of the sentence. Legally binding contracts don't have to be mistake free (although it's better when they are) as long as both parties have agreed to them and the terms of the contract are clearly defined.
- RangerLv 71 decade ago
You are asking what is normally referred to as a Jury Question, which means only the court can answer it after hearing all arguments.
Generally speaking though typos and misspellings are considered "Scribner Errors" and have no effect on whether the contract is binding.
The exception to Scribner Errors is when they can be construed to have a different meaning than originally stated. ie. leaving out a word like "not" can change the meaning of a sentence to from you "won't" do something to you "will" do something.
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- 1 decade ago
No, once you sign a contract you must go with it, though both partys can agree to change the contract, by simply signing beside the change, writing on a contract is perfectly fine and takes precedent over the typed material
