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Amendment clause: meaning and sample wording
An amendment or variation clause says how the contract can be changed, usually only by a written document signed by both parties.
When to use it
Every contract. It prevents arguments that a phone call or a casual email changed the deal.
Sample amendment clause
No amendment or variation of this Agreement shall be effective unless it is in writing, expressly refers to this Agreement, and is signed by an authorised representative of each party. For this purpose, "writing" does not include email unless the email attaches a document signed in accordance with this clause.
What to check
- Is email "writing"?Courts have treated emails, and even typed names in emails, as written and signed. If you do not want an email exchange to amend the contract, say so.
- No-oral-modification clausesEnglish courts enforce clauses requiring changes to be in writing. US courts are more willing to find that conduct or oral agreement changed the contract despite such a clause.
- Change controlFor project work, a simple change request process lets scope and price change without re-signing the whole contract.
Questions
Can a contract be changed by email?
Often yes, if the emails show both parties agreed, unless the contract requires a signed document and the governing law enforces that requirement.
What is the difference between an amendment and an addendum?
An amendment changes existing terms. An addendum adds new terms or material. Both should be signed by both parties.
Can I use this sample wording as it is?
It is a general starting point. Contract law differs between countries and states, and the right wording depends on the deal, so have it reviewed before you rely on it.
Free templates that use it
- Service agreement
- Statement of work
- Loan agreement
- Partnership agreement
- Sales commission agreement
- General release
- Residential lease agreement
- Employment agreement
- Hold harmless agreement
- Non-compete agreement
Related clauses
- Notices clause
- Entire agreement clause
- Severability clause
- Assignment clause
- Waiver clause
- Counterparts and electronic signature clause
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This page is general information, not legal advice. Laws differ between countries and states; have wording reviewed for your situation before you rely on it.