Legal Definitions - inessential mistake

An inessential mistake refers to an error in a contract or agreement that does not concern a fundamental or critical aspect of the deal. Such a mistake does not prevent the parties from having a clear understanding of the core subject matter or their primary obligations, and therefore, it typically does not invalidate the agreement. It's a minor error that can often be corrected without undermining the entire contract.

Here are some examples illustrating an inessential mistake:

• Example 1: Car Purchase Agreement

  Imagine Sarah buys a used car from a dealership. The sales contract accurately lists the make, model, Vehicle Identification Number (VIN), and the agreed-upon price. However, in the "exterior color" field, it mistakenly states "midnight blue" instead of the car's actual color, "deep navy blue." Sarah physically inspected the car, test drove it, and understood she was purchasing that specific vehicle.

  This is an inessential mistake because the slight discrepancy in the descriptive name of the color, while an error, does not alter the fundamental subject matter of the contract (the specific car) or the core agreement between Sarah and the dealership. The contract remains valid, and the minor error can likely be corrected without affecting the sale.

• Example 2: Commercial Lease Agreement

  A small business owner signs a commercial lease for an office space. The lease agreement clearly identifies the specific suite number, the monthly rent, and the duration of the lease. However, in a detailed appendix listing amenities, it mistakenly states that the building has "three elevators" when it actually has "four elevators." Both parties had toured the building and understood which specific office suite was being leased.

  This error regarding the number of elevators is an inessential mistake. The core agreement—the lease of a specific office suite for a set rent and term—is clear and understood by both parties. The minor factual error about a building amenity, which does not impact the specific leased space or the tenant's ability to use it, does not fundamentally change the nature of the agreement. The contract is still enforceable.