FACTS: A title issue arose during a pending transaction.  In an attempt to resolve the issue, an addendum to the contract was drafted. However, neither the buyer nor the seller signed the addendum. The seller is now claiming that, since an addendum was presented to him, he has a right to unilaterally cancel the contract.

ISSUE: Does the seller have the right to cancel the contract?

ANSWER: No.

DISCUSSION:

When the seller was presented with an addendum, the seller received an offer to amend the contract, which the seller has the right to either accept or reject. Rejection of the proposed amendment does not, however, provide the seller the opportunity to unilaterally cancel the contract. The seller’s rejection of the offer to amend merely means the addendum has no legal effect on the contract and the terms and conditions of the original contract remain legally binding.