Question 1

How does a Florida court modify a contract through reformation?

Accepted Answer

Court process: the plaintiff files a complaint (alleging the grounds for reformation, the true agreement, and how the written document differs), the court considers evidence (testimony from the parties, drafters, and witnesses about the negotiations and the intended terms), the court determines: whether a mistake occurred (mutual mistake, unilateral mistake with fraud, or scrivener’s error), what the parties actually agreed to, and how the written document should be corrected. The court enters a judgment: reforming the contract to reflect the true agreement.

Question 2

What types of contract errors support reformation in Florida?

Accepted Answer

Reformable errors: wrong property description (the deed or contract describes the wrong parcel), wrong price or terms (the contract states a different price or terms than what was agreed), wrong party names (the contract identifies the wrong parties), mathematical errors (incorrect calculations in the contract), and omitted terms (terms that were agreed upon but not included in the written document). Non-reformable: ambiguity (if the contract is ambiguous but reflects what was written, the court interprets rather than reforms), and changed minds (reformation is not available if a party simply wants different terms than what they agreed to).

Question 3

How does reformation interact with the parol evidence rule?

Accepted Answer

Parol evidence: the parol evidence rule generally prohibits the use of oral testimony to contradict a written contract. However: reformation is an exception to the parol evidence rule. In a reformation action: the court allows oral testimony about the parties’ negotiations, discussions, and actual agreement to show that the written document does not reflect the true agreement. This exception is necessary because: the entire purpose of reformation is to correct the written document based on what the parties actually agreed to (which must be proved by evidence outside the written document).

Reformation of Contract Court Modification

Court Modification Through Reformation in Florida

Process

Reformable Errors

Parol Evidence Exception

Related Terms

Barnes Walker Business Law

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