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Summaries and analysis of recent Delaware court decisions concerning business-related litigation.
Morris James Blogs
Supreme Court Sets Reformation Rules
This is an important decision because it sets the rules for when a contract may be reformed for a unilateral mistake. First, it is not a defense to a reformation claim that the other party failed to read the contract. That may be a defense to a rescission claim, but not reformation. Second, a unilateral mistake, known to the other party who remains silent, may justify reformation. Third, the defense of ratification of such a mistake must be based on knowledge of the mistake.