Unilateral And Mutual Mistakes In Contracts In Washington State

Posted: Jan 22, 2019

By: Washington State Litigation and Business Law Lawyer Babak Shamsi

When parties form a contract, they usually write the contract with terms conforming to their intentions and expectations. Unfortunately, sometimes one or both parties err in accurately expressing these intentions and expectations within the terms of a contract.  To make matters worse, one party often reaps the benefit of that mistake and will defend the contract vigorously to take advantage of the benefit.  In such disputes, the legal doctrines of unilateral mistake and mutual mistake often arise in the context of litigation between the parties.

When a party unilaterally makes a mistake, the party generally is not entitled to reform the contract unless the other party engaged in fraud or some inequitable conduct.  To assert a mutual mistake, on the other hand, the party seeking to rescind an agreement must show by clear, cogent, and convincing evidence that the mistake was made independently by both parties.  A mutual mistake as to a material fact can result in rescission of the contract.  Other times, a mutual mistake can result in reformation of the contract.

The inquiry regarding unilateral and mutual mistakes is fact intensive and depends heavily on the circumstances of each case.  Contracting parties are always advised to perform their due diligence before entering into any contract.

Hopefully you will never find yourself in a situation where you have made a mistake in entering into a contract with another party.  However, if you find yourself in need of legal counsel, Beresford Booth has assisted numerous clients with unilateral mistake, mutual mistake, and other errors in contract documents.  If you need counsel, please contact Babak Shamsi to help you explore your options and legal remedies.

Beresford Booth PLLC (425.776.4100), www.beresfordlaw.com.

BERESFORD BOOTH PLLC has made this content available to the general public for informational purposes only. The information on this site is not intended to convey legal opinions or legal advice.