Legal Question in Business Law in Washington

Changes in Contract Prior to Signing - Requirements?

About a year ago, I was presented a compensation and benefits agreement contract proposal as part of a change in salary with my employer. The email I received contained an editable document (word with no security) for me to ''sign, date, and return to HR''. I read the contract and saw a 1 year term of non-competition. Before printing, I changed this term to 1 week instead of 1 year. I assumed that the document being fully and easily editable meant it was open to such revisions. I then printed, signed, dated and returned the document to HR. I did not point out to them that the change had been made assuming they would read the document and make any corrections they deemed necessary. The contract was countersigned and a copy was returned to me. Is this contract for 1 week non-competition valid or would my lack of notification of change invalidate the contract?


Asked on 3/02/08, 5:54 pm

1 Answer from Attorneys
Amir John Showrai The Pacific Law Firm, PLLC

Re: Changes in Contract Prior to Signing - Requirements?

Your question could be argued either way, but at the end of the day, the fact is, before signing, they had an obligation to read the document, even if you did not tell them that you altered it.

I anticipate that they will claim fraud on your part, in that you altered their document and presented it to them without letting them know that you altered it. You made certain assumptions, such as that because it was sent to you in an editable form, that this meant it was open to be edited and sent back.

Their point will be that if you were truly negotiating in good faith, you would have indicated that you made some revisions and that they should look it over before signing.

Again, at the end of the day, I think you'll prevail, given that they have a responsibility to read what they sign, even if they wrote it, and assumed that you did not alter it.

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Answered on 3/02/08, 6:01 pm


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