Mistake of Fact in Contract Law in Florida

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 What Is a Breach of Contract in Florida?

A breach of contract in Florida refers to an actionable wrong that occurs when one party fails to perform their obligations under a valid contract. According to Florida law, in order to successfully prove a breach of contract claim, three essential elements must be proven by the plaintiff (i.e., the non-breaching party):

  • There was a valid contract entered into by all parties
  • There was a material breach of that contract
  • The non-breaching party suffered damages as a result of the breach

The plaintiff must also demonstrate that they fulfilled all of their obligations under the contract and that all of the conditions required for the defendant to perform had occurred. Having to prove that a material breach occurred is what sets Florida’s contract laws apart from other states.

It is important to note that a minor breach of contract is allowed in Florida. A minor breach in Florida occurs when one party fails to perform a small part of the contract, but that breach doesn’t fundamentally undermine the entire agreement. Although the non-breaching party can seek damages for the specific failure, they cannot terminate the contract. Instead, the contract will remain valid and enforceable despite the minor breach.

What Constitutes a Mistake of Fact in Florida Contract Law?

A mistake of fact in Florida contract law refers to when there’s an erroneous belief about the facts of the contract as they existed at the time the contract was made. There are two types of mistakes of facts in Florida:

  • Mutual Mistake: This occurs where both parties share the same mistaken belief
  • Unilateral Mistake: A unilateral mistake occurs when only one party is mistaken about facts in the contract

In order for a unilateral mistake to void a contract, the party must be able to prove:

  • The mistake wasn’t due to lack of due care
  • Denying relief would be inequitable,
  • The other party has not significantly changed position in reliance on the contract

A mutual mistake must concern a basic assumption made by both parties underlying the contract and materially affecting the agreement. If you have any questions regarding contract mutual mistakes or contract unilateral mistakes, it is recommended to set up a legal consultation in Florida with a local Florida lawyer.

A Florida contract lawyer can answer any questions you may have regarding a mistake of fact in contract law. They can also let you know if your contract may be voided or voidable as a result of the mistake of fact.

In Florida contract law, when parties encounter mistakes of fact, the courts have developed different types of remedies to address these situations. There are two primary remedies that are available in Florida for mistake of fact in contract law. The two main remedies are reformation and rescission. Each different legal remedy serves different purposes depending on the nature of the mistake.

The legal remedy of reformation is typically reserved for mutual mistakes where both parties had the same understanding, but the written contract did not accurately capture the parties’ intentions.

For example, if both parties agreed to a sale price of $100,000 for goods, but the contract accidentally stated $10,000, then the court may reform the contract to reflect the true agreed upon amount between the two parties. This remedy is particularly useful for correcting clerical errors or inadvertent mistakes in documentation.

In Florida, contract reformation requires the party seeking reformation to provide clear and convincing evidence, which is a higher standard than the usual preponderance of evidence used in most civil cases. The following is a list of what you need to prove for contract reformation:

  • First, you must demonstrate that a written agreement exists
  • Next, you must show that either a mutual mistake occurred, or there was fraud or misrepresentation by one party and a mistake by the other
  • Finally, you must provide evidence that clearly shows what all of the parties to the contract actually intended

The following is a list of evidence that you may provide a court to meet your burden of providing clear and convincing evidence for contract reformation:

  • Written communications between all of the parties, such as emails, letters, text messages, etc.
  • Draft versions of the contract where the terms were correct
  • Meeting minutes or notes from contract negotiations
  • Witness testimony from people involved in the contract formation
  • Oral evidence is also permitted to establish mutual mistake, such as testimony or recordings

It is important to note that the court’s role is not to rewrite the contract, but to determine from the evidence provided what the parties originally intended to contract for. You must also show how the performance under the reformed contract would be affected, as courts will not grant reformation without demonstrating concrete changes are needed.

Rescission, is the other legal remedy available. Contract rescission is more dramatic as it essentially “undoes” the contract, returning both parties to their positions before the agreement. Courts may grant rescission for both mutual and unilateral mistakes, but the standards for unilateral mistakes are more stringent. For a unilateral mistake, Florida courts require three key elements to be proven:

  • The mistake cannot result from an inexcusable lack of due care
  • Enforcing the contract as written would be unconscionable or unjust
    The other party has not substantially relied on the contract in a way that would make rescission unfair

The courts apply both of the above remedies cautiously, requiring clear and convincing evidence rather than just a preponderance of evidence. This higher standard reflects the courts’ respect for contract stability while still providing relief in cases of genuine mistakes.

In addition to the above two remedies, plaintiffs who suffered damages from a breach of contract may also file a private civil breach of contract lawsuit against the breaching party. In Florida, in order to be successful in a breach of contract lawsuit, a plaintiff must prove the following elements by a preponderance of the evidence:

  • There was a valid contract entered into between the parties
  • The plaintiff performed all of their required obligations under the contract
  • All conditions required for the defendant’s performance had occurred
  • The defendant failed to perform their essential contract obligations (i.e., there was a material breach)
  • The plaintiff suffered measurable damages as a result of the breach

A party seeking any of the above remedies must act promptly upon discovering the mistake, as delay in seeking relief can result in waiver of these remedies under Florida’s doctrine of laches. Additionally, the statute of limitations for breach of contract varies depending on the type of contract:

  • For written contracts, plaintiffs have 5 years from the date of breach
  • For oral contracts, plaintiffs have 4 years from the date of breach
  • For specific performance actions, plaintiffs have 1 year

Contract drafting and review can be complicated. Contact a lawyer if you need assistance with any contract matters.

Do I Need a Lawyer for Help With Mistakes of Fact in Contract Law?

If you’re dealing with mistakes of fact in contract law, it’s recommended to consult a Florida contract lawyer right away. LegalMatch can help you find and arrange a consultation with a qualified attorney near you who handles contract cases.

A breach of contract lawyer can assist you in understanding Florida’s specific contract laws and the types of damages available in your particular case. They will also be able to review your contract to ensure its validity and enforceability.

Additionally, a lawyer can also initiate a breach of contract action on your behalf or assist you in obtaining specific performance, contract rescission, or reformation. Importantly, you may also be entitled to recover your case costs by requesting attorney fees if the contract allows them. Finally, they can represent you in court, as needed.

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