Reformation

In one sentence

A court rewrites contract terms to match what both parties actually intended.

Plain English

Sometimes a contract is written down wrong—a typo, a scrivener's error, or a mutual mistake means the words don't reflect what both parties actually agreed to. Reformation lets a court fix the written terms to match the true agreement. This is different from rescission because you're keeping the contract; you're just correcting it. Courts are cautious about reformation and require clear proof that both parties intended something different from what's written.

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Example

A lease states the rent is $5,000 per month, but both the landlord and tenant agreed it should be $3,000. They both signed without noticing the typo. A court can reform the lease to say $3,000, matching their actual agreement.

Used in a sentence

“The parties requested reformation of the contract because a clerical error had listed the wrong delivery date.”

Related terms

Rescission

Unwinding a contract entirely, returning both parties to their positions before the deal.

Mutual Mistake

Both parties are wrong about a basic fact when they sign a contract.

Breach

A failure to do what a contract requires, such as not paying or not delivering.

Remedy

A legal action or payment a court awards to fix a harm or enforce a right after a breach.

Offer

A proposal to enter into a binding agreement on specific terms.

Acceptance

Agreeing to the exact terms of an offer, creating a binding contract.

Consideration

Something of value exchanged by each party to make a contract binding.

Offeror

The person who makes an offer to enter into a contract.

This page is a plain-English reference and is not legal advice. Laws vary by jurisdiction and change over time. For specific situations consult a licensed attorney.