MBE Rules · Remedies
Reformation of Written Instruments
Cal. Civ. Code § 3399
The rule
Where a written contract, through fraud or mutual mistake, fails to express the parties' true intention, the court may reform the contract to conform to that intention. Reformation requires clear and convincing evidence of the mistake and the parties' actual agreement.
In plain English
Reformation of written instruments allows a court to change a contract when it doesn't accurately reflect what both parties intended due to fraud or mutual mistake. To successfully reform a contract, there must be strong evidence showing the mistake and the true agreement between the parties.
Worked example
Two parties sign a contract for the sale of a car, but due to a clerical error, the contract states the sale price as $10,000 instead of the agreed $8,000. After discovering the mistake, both parties present evidence of their original agreement. The court reforms the contract to reflect the correct price of $8,000.
Memory hook
Reformation fixes the written word to match the true intent.
The trap
Exams may present scenarios where a party claims a mistake but lacks sufficient evidence to support their claim, leading students to misinterpret the requirement for clear and convincing evidence.
How examiners test it
Questions often involve fact patterns where a contract contains an obvious error, prompting students to analyze whether reformation is appropriate based on the evidence of intent.
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