Unilaterally Fixing a Signed Contract Is a Bad Idea

Via Above the Law, I learned of this article in the Los Angeles Times. Frank McCourt, owner of the L.A. Dodgers baseball team, is engaged in a scorched-earth divorce battle, and this article details how Larry Silverstein, a lawyer for McCourt, apparently took it upon himself to change one word in a signed contract between McCourt and his wife Jamie:

Frank McCourt’s lawyers have said Silverstein simply made a drafting error and corrected it. In his testimony, Frank said Silverstein did not materially change the agreement by substituting an exhibit that read “inclusive” for one that read “exclusive” after the parties had signed the document.

Unsurprisingly, this change has become an issue in the McCourt’s dispute, and it could create problems for Silverstein. The moral of this story? Don’t make any changes to a signed contract without getting everyone’s consent.

Incidentally, when drafting I avoid inclusive and exclusive, for purposes of stating dates or otherwise, so I expect that the provision in question was not a thing of beauty.

About the author

Ken Adams is the leading authority on how to say clearly whatever you want to say in a contract. He’s author of A Manual of Style for Contract Drafting, and he offers online and in-person training around the world. He’s also chief content officer of LegalSifter, Inc., a company that combines artificial intelligence and expertise to assist with review of contracts.

1 thought on “Unilaterally Fixing a Signed Contract Is a Bad Idea”

  1. I got a chuckle from this story, which suggests the following famous line from Gilbert & Sullivan's Iolanthe, spoken by the Lord Chancellor:

    Allow me, as an old Equity draftsman, to make a
    suggestion. The subtleties of the legal mind are equal to the
    emergency. The thing is really quite simple–the insertion of a
    single word will do it. Let it stand that every fairy shall die
    who *doesn't* marry a mortal, and there you are, out of your
    difficulty at once!

    Mr. Silverstein obviously has a very subtle mind.


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