When it comes to legal agreements, it`s common to assume that everything must be in writing. However, there are situations where an oral agreement can be used to vary the terms of a written contract. But is it legally binding? Let`s take a closer look at this question.
First, it`s important to understand what is meant by “varying a contract.” Essentially, when parties agree to vary a contract, they are agreeing to change the terms of the original agreement. The question is whether this change can be made orally or whether it must be in writing.
Generally speaking, contracts can only be varied in writing. This is because most contracts will contain a “no oral modification” clause, which stipulates that any variations to the agreement must be made in writing and signed by all parties. This is done to prevent any misunderstandings or disputes about what the parties have agreed to.
However, there are a few exceptions to this rule. One exception is where the contract itself allows for oral variations. For example, if the contract states that “the parties may orally agree to vary the terms of this agreement,” then such an oral agreement would be legally binding.
Another exception is where the parties have already acted on the oral agreement. In such cases, the parties may be deemed to have waived the “no oral modification” clause by their conduct. For instance, if parties have already begun performing the terms of the changed agreement, then it may be difficult for them to argue that the oral variation is not legally binding.
It`s also worth noting that, even in cases where oral variations are allowed, it`s still best to have any changes in writing and signed by all parties. This is because written contracts provide greater certainty and clarity than oral agreements, and can help prevent potential disputes from arising.
In conclusion, while it`s generally advisable to stick to the terms of a written contract, it is possible to vary a contract orally in some circumstances. However, it`s important to remember that any such oral agreement will need to comply with any “no oral modification” clause in the contract or be allowed by the contract itself. It`s also important to get any changes in writing to avoid potential disputes down the line.