Also known as: substantial changes · substantially change · substantially changed · substantially changing · material change · significant change
Written by attorneys · grounded in primary & secondary sources — see below
3 senses
A significant alteration in a party's position or circumstances that supports enforcement of a promise or modification of an obligation when justice so requires.
A material alteration in the condition of goods or a product that prevents revocation of acceptance or breaks the chain of strict liability.
A significant alteration in a party's position or circumstances that supports enforcement of a promise or modification of an obligation when justice so requires.
Select any source to read its text and confirm it supports the definition.
A material alteration in the condition of goods or a product that prevents revocation of acceptance or breaks the chain of strict liability.
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An alteration in a quotation that materially changes the meaning conveyed by the statement.
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An alteration in a quotation that materially changes the meaning conveyed by the statement.
Each sense below has its own examples, sources, and questions.
Steven Silva and Apex Attorneys orally agreed to add regulatory work for an extra fee after an unexpected investigation arose. Silva hired additional associates and declined other matters in reliance. When Apex refused the fee, the court enforced the modification because Silva's staffing changes constituted a material shift in position.
Sierra Santos held an easement across land owned by Sterling Manufacturing. Sterling's manager told Santos to treat the route as closed and cooperated on a replacement trail. Santos spent substantial funds building the new trail. The court held the original easement modified because Santos's construction was a substantial change in position induced by the assurances.
Sasha Stone and her spouse signed a premarital agreement waiving spousal support. After the marriage, a severe illness left Stone unable to work and created substantial hardship. Stone sought to avoid the waiver. The court refused enforcement of the term because the illness produced a material change in circumstances arising after the agreement was signed.
The change must be material and directly tied to the promise, such as hiring staff or making irreversible expenditures that would render non-enforcement unjust.
Supporting sources
A court may refuse enforcement if the term would cause substantial hardship to a party because of a material change in circumstances arising after signing.
Supporting sources
Sapphire Holdings sold 500 jackets to Selena Singh. Singh accepted the shipment after visual inspection and sold 120 jackets to customers. When defects appeared, Singh attempted to revoke acceptance of the remainder. The court barred revocation because the sales to customers constituted a substantial change in the condition of the goods not caused by their own defects.
Sterling Dynamics sold a lighting rig to a venue operator. The operator added custom brackets and rerouted cables during installation. When the rig later failed and injured a patron, the patron sued the manufacturer. The court found no liability because the operator's modifications amounted to a substantial change in the condition of the product after sale.
No. Revocation remains available if the sold goods changed condition because of their own defects rather than buyer action and notice occurs within a reasonable time.
Supporting sources
A reporter published an article quoting Simon Stern, a public official. The reporter deliberately rearranged Stern's words so the published statement implied he endorsed a policy he had actually criticized. Stern sued for defamation. The court found actual malice because the rearrangement produced a material change in the meaning conveyed.
Actual malice arises only when the alteration produces a material change in the meaning conveyed by the statement, not from trivial or non-substantive edits.
Supporting sources
…is engaged in the business of selling such a product, and (b) it is expected to and does reach the user or consumer without substantial change in the condition in which it is sold. (2) The rule stated in Subsection (1) applies although (a) the seller has exercised all possible care in the preparation and sale of the product, and…