How to Amend a Contract

When you enter into a contract (or agreement, same thing really) you cannot possibly foresee all future developments of the relationship that is governed by that contract.  As a result, you may find yourself in a situation where you have to amend an existing contract.

How do you amend a contract?  By entering into a new contract, which provides for the terms of the amendment.  Let's say you entered into a contract on August 10, 2006, which contract provided in its Section 10:  "This contract terminates on August 1, 2010."  Now you and your contract partner decide that the contract should really go on until August 1, 2012.   You plan on amending the original contract.

The amendment of the provision should be in writing and clearly reference the agreement that is being amended.  The amendment doesn't have to be very formal, it could be in a simple note or letter, but it should be in writing and signed by all the parties who signed the original agreement.

By way of example, the amendment could look like this:

Amendment

Joe Junior and Daphne Danzig entered into the Service Agreement dated August 10, 2006 and wish to amend the Service Agreement.

Joe Junior and Daphne Danzig hereby amend Section 10 of the Service Agreement by replacing such section in its entirety with the following:

"This Agreement terminates on August 1, 2012."

Other than as amended hereby, the Service Agreement shall remain in full force and effect.

So agreed, this ___ day of August, 2007.

Joe Junior (signature)

Daphne Danzig (signature)

There you have it.  You can do this as many times as you want, so that you may end up with Amendment No. 1, Amendment No. 2 and so forth.  However, if there are many changes to an Agreement at the same time, you may be better off by "amending and restating" the Agreement.  I'll explain what that means another time.

**This post is for informational purposes only and does not constitute legal advice**

Comments

[mono]

I found your advice very helpful. Thanks

[Brian]

What about amending an amendment? For example, Amendment 1 revises the original date of the agreement to extend for an additional year. A year later, Amendment 2 is crafted to extend the agreement for an additional year. Since the date on the original agreement is different than the current term (as revised in Amendment 1) does Amendment 2 revise Amendment 1 or refer back to the original agreement and extend the term an additional year? Let me know if this is unclear.

[Imke Ratschko]

Amendment 2 revises the original agreement as amended by Amendment 1. Once you have an amendment to an agreement, the agreement and the amendment become one. That is why one says "the agreement as amended."

So if Amendment 1 extends the term to August 1, 2007 and Amendment 2 extends the term to "an additional year" or something like that, the term would be until August 1, 2008. However, it would be better to state explicitly in Amendment 2 that the term extends to August 1, 2008 to avoid confusion.

Remember, this is not legal advice, just friendly information.

[Tanya]

Can an amendment relate back to the effective date of the agreement?