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Contract variation (addendum or amendment) checklist

Make it Legal™ Checklist

Here are a few important steps to take to finish your document

Read the document to make sure it meets your needs and that you’ve provided all of the necessary information about the changes you’re making to your contract. Ask a lawyer for advice if you have any questions.

Your Contract Variation Agreement must include a version of the original contract that is being changed. You will choose how you’ll include a copy of the original contract when you make your Contract Variation Agreement. Make sure you follow the method you select. If you indicated that the text of the original contract will be:

  • attached to the Contract Variation Agreement:  

    • if you print the Agreement to sign it, physically attach a printed copy of the original contract to the Agreement before it is signed

    • if you sign the Agreement electronically, add a document or pages containing the text of the original contract to the end of the file containing the Agreement before it is signed

  • inserted into the Contract Variation Agreement - download your completed Contract Variation Agreement as a Word document or similar and insert (eg paste in) the text of the original contract under the heading ‘Schedule 1 - Original Contract’. Do this before the Agreement is signed

Do not add your contract variations directly into the text of the original contract. Your changes will be made when you create a Contract Variation Agreement that clearly identifies the variations you’re making and references the original contract.

This prevents confusion as to exactly which versions of the contract have been in force at different times and helps ensure your changes are legally binding.

All parties to the Contract Variation Agreement must sign the Agreement to make it legally binding. The way in which the Agreement must be signed depends on whether the original contract is governed by English and Welsh or by Scottish law and whether consideration is being given in exchange for the changes to the contract. 

Consideration is something of value that's exchanged for something else (or benefit that one party experiences and/or detriment experienced by another party). Consideration need not be 'adequate', ie it can be of small value. You will indicate when you make your Agreement whether or not you’re confident that consideration is being given.  

An example of how consideration may work in this situation is: the first party to the Contract Variation Agreement may agree to pay an additional £50 in exchange for a change to the original contract that means the second party will provide them with different services that confer greater benefit on the first party. Here, the £50 and the provision of better services to the first party constitute consideration given by each party. 

If the original contract is governed by Scottish law, consideration is not needed to vary the contract. 

If you stated that consideration is being provided or the original contract is governed by Scottish law:

You can sign your Contract Variation Agreement as a simple contract. This means that all parties (including the guarantor, if there is one) must sign the Agreement. If any party is a company or a partnership, its representative (ie signatory) must sign. 

You can sign your Agreement by either:

  • signing online using RocketSign, or

  • signing in print (ie by hand) - print a copy of the Agreement for each party. Each party should sign and date each copy by hand. They can do this at different times, for example, if one party sends another 2 signed copies and asks them to sign both and return one

If you stated that the original contract is governed by English and Welsh law and consideration is not being provided (or you weren’t sure and you’re erring on the side of caution):

You must sign your Contract Variation Agreement as a deed. A deed is a specific type of contract that must be executed (eg signed) in accordance with specific, more formal requirements in order to be legally binding. This added formality makes up for a lack of consideration and means that a contract variation may be legally binding even without consideration

To sign your Contract Variation Agreement, you should:

  1. print a copy of the Contract Variation Agreement for each party

  2. all parties should then sign each copy of the Agreement using one of the methods of signing a deed that’s available to that party (these will depend on the party’s legal structure). For example, a company may generally sign via one director signing in the presence of a witness or by 2 directors signing, with no witnesses necessary

  3. each signature must usually be witnessed. A witness should: 

    1. not be another party to the deed

    2. be independent and unconnected with the parties (eg not a family member)

    3. be 18 years of age or older, and 

    4. be of sound mind

  4. after watching a party sign the deed, that party’s witness should sign the deed and add their (ie the witness’) name, address, and occupation directly underneath the relevant party’s signature

It is usually possible for deeds to be signed electronically, but if this is done, extra care must be taken to ensure that all of the execution formalities for the particular type of deed are met. This deed is, therefore, designed to be signed by hand (ie wet-signed) to ensure that it is correctly executed (eg witnessed).

For more information, read Execution of deeds.

A copy of your Contract Variation Agreement will be stored automatically in your Rocket Lawyer account ‘Dashboard’.

You should also download and securely store a copy of your Contract Variation Agreement for your records.

If you signed in print, each party should securely store their copy of the Agreement that has been signed by all of the parties.  

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