Can a contract written be amended after 27 years?
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Can a contract written be amended after 27 years?
We signed a contract with and authorized a university to use a copyrighted training exercise we developed. This was done in 1984. Is it now legitimate for us to change the terms of that contract? Specifically, at the time there was no royalty due each time the university conducted the training exercise. Since about 1987 all similar contracts include a royalty fee due to us each time it’s used and we’d like this university to abide by this as well. Neither we nor the university can find the original contract.
Asked on May 9, 2011 under Business Law, Massachusetts
Answers:
SJZ, Member, New York Bar / FreeAdvice Contributing Attorney
Answered 12 years ago | Contributor
A contract can *always* be amended with the consent of ALL parties to it. It may not be amended unilaterally by one party, no matter how much or how little time has passed. So if the university will agree to grant you the royalty and amend the contract to do so, you and they can work out a new contract and/or amendment or exhibit to the original contract. However, the university's agreement or consent is voluntary; you cannot force them to agree to a change in an existing, enforceable contract. So you can and should discuss the matter with them, but recognize going in that they do not have to grant you a royalty for this training exercise; this is something that you and the university must work out and both choose to agree to. Good luck.
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