Amendments: How to Make Changes to a Contract After It’s Been Signed
Contracts 101, When Working with Clients, Other Important Things to Know
You’ve entered into a contract with someone else and now you both want to change its terms.
For example, let’s say you’re a wedding planner and your clients want to push back their original wedding date by six months.
Or maybe you’re a graphic designer and now your client wants you to design a workbook in addition to their original request for a logo design, This is more work than originally planned, which means your fees and rates are going to increase too.
In light of these changes, do you have to enter into a new agreement? Should your changes be in writing? Is an email acknowledgment of the requested changes sufficient?
When it comes to contracts, changes to a signed contract are addressed through amendments. An amendment is a written agreement, signed by the parties to the contract that sets out what changes the parties intend to make to their original contract.
It’s important to have changes to the contract documented in writing through an amendment because of the ways contracts are interpreted.
You see, you likely have two important clauses in your agreement that affect your use of amendments:
- The first is a clause that says that when interpreting a contract – (or to put it more directly, when a judge is interpreting a contract) – that the only “evidence” he or she is to consider are the four corners of the contract itself. This means that no outside conversations, direct messages, Slack conversations, phone calls (you get the point) can be introduced into evidence. So what does that mean for you? Let’s take our graphic designer example above. Let’s assume the designer never had the request to have a workbook designed (along with the additional fee) with a written and signed amendment, and rather only had that convo in a Slack chat, chances are the judge won’t consider that conversation when interpreting the contract. Meaning – if the designer ever took her client to court after the designer did all that extra work of designing a workbook and never got paid the additional fees for that work, then the judge would only look at the pre-existing contract (which only addressed the logo design) to determine whether the client was in breach. Long story short: The designer will likely be out the fees for her additional efforts of designing the workbook.
- Now I said that there were two terms that are likely in your contract that make it important to have changes to the contract documented in writing through an amendment. The second clause addresses amendments directly. It will likely say something to the effect that any changes to the existing contract must be documented in writing and signed by the parties. So, more than likely, your own contract states that amendments are the way to address these changes.
(By the way, both of the terms I mention above are included in all of our client service agreements.)
So how do you go about drafting an amendment?
The process is straightforward, but is confusing when you’ve never done it before. That’s why in our Amendment to a Contract Template you not only receive a customizable template of an Amendment to a Contract, but through our video training, you’ll learn the three different ways you can draft amendments. Learning the right way to draft amendments is important because it will help you avoid costly mistakes which can alter the meaning of your original contract.