What is the difference between a contract amendment and a contract modification?

While these terms are sometimes used interchangeably, a contract amendment typically refers to a mutually agreed change that alters existing contract terms. A contract modification is a broader term that includes amendments but may also encompass unilateral changes when permitted by the original contract, particularly in government contracting contexts.

Can one party amend a contract unilaterally?

Generally, no. Contract amendments require mutual agreement from all parties to the original contract. However, some contracts include specific provisions allowing for unilateral modifications in limited circumstances, such as administrative changes or adjustments permitted by specific change clauses.

What happens if a contract amendment conflicts with the original contract?

When conflict exists between an amendment and the original contract, the amendment usually prevails for the specific terms it addresses, as it represents the parties’ most recent agreement. However, this assumes the amendment is valid and properly executed. Well-drafted amendments explicitly state that they supersede conflicting terms in the original agreement while affirming that non-conflicting original terms remain in force.

Do all parties to the original contract need to sign an amendment?

Yes, typically all parties bound by the original contract must agree to and sign any amendment for it to be effective. An amendment signed by only some parties may not be enforceable against non-signing parties.