Commercial division update: Reformation of contract based on mutual mistake

This column focuses on the first ground for seeking reformation, mutual mistake and addresses recent Commercial Division decisions that have struggled with that issue. A mutual mistake exists where the contractual language does not reflect the parties’ meeting of the minds in some material respect. To prevail on a reformation claim based on mutual mistake, the party advancing the claim must prove a mutual mistake by both parties that resulted in either (1) an omission of an agreed upon provision or (2) the addition of a provision not agreed upon. Slutzky v. Gallati, 97 A.D.2d 561, 561 (3d Dep’t 1983).

In this update, Thomas J. Hall and Judith A. Archer discuss the first ground for seeking reformation, mutual mistake and addresses recent Commercial Division decisions that have struggled with that issue.

Read the full New York Law Journal article, "Commercial division update: Reformation of contract based on mutual mistake."