Is a contract signed but not read enforceable if later read and a signing party wants out?
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Is a contract signed but not read enforceable if later read and a signing party wants out?
My employer presented me with a severance agreement to terminate my employment. I was given 21 days to review and signed the agreement. I did not like some of the terms on the agreement so I edited the agreement to state terms I found acceptable. My edits were made by retyping the document. There is nothing crossed out or lined through. I presented this to the employer in a face to face meeting and they signed it without reading it. The bottom of each page has our initials mine and a Human Resources Manager. We both signed the last page. Can I enforce the agreement? How do I enforce the agreement? Is there a loop hole they can claim to get out of the agreement. The contract states, ‘The validity, interpretation, construction, and performance of this Agreement shall be governed by the laws of the state of X
Asked on August 28, 2016 under Employment Labor Law, Virginia
Answers:
SJZ, Member, New York Bar / FreeAdvice Contributing Attorney
Answered 7 years ago | Contributor
No, if you retyped the agreement so there was no indication that there had been changes, there would be NO reason for them read the contract: they had presented you with an agreement and you came back and signed an agreement that would have looked like the same one; they therefore would have reasonably and logically assumed you were signing the agreement they'd provided.
This in turn has two effects:
1) There was no meeting of the minds, without which there is no contract--there *must* be agreement as to the terms for there to be an enforceable contract. They thought it was contract 1; you knew it was contract 2; the two of you did NOT agree as to the terms.
2) You very likely committed fraud, by effectively lying about the contents of the contract: you presented it to them, without any indicia of changes, as if it was the one they'd sent you, but really, you had unbeknowingst to them changed it. That is fraud, and fraud voids contracts--it may also let them sue you for monetary compensation (e.g. any attorneys fees they incur due to your fraud).
NEVER change an agreement sent to you without showing the other side that you changed it and where the changes were, so they can consider them.
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