In the alternative, plaintiffs requested compensatory damages. Both parties moved for modification of the trial court's order, and the court concluded that defendants did not violate the Vermont Consumer Fraud Act. It nevertheless granted plaintiffs attorney's fees on equitable grounds. Plaintiffs cross-appealed the court's failure to order rescission, award prejudgment interest on the total purchase price, and award damages for other costs and expenses incurred. The central issue in the case is when is rescission the proper remedy for mutual mistake.
Plaintiffs argue that the trial court erred when it granted a remedy other than rescission.
The usual remedies applied to mutual mistake in contract formation are rescission and reformation. Where a contract has been entered into under a mutual mistake of the parties regarding a material fact affecting the subject matter thereof, it may be avoided . . . Moonves involved an in-gross sale of property where the trial court concluded that the buyer and seller were mutually mistaken as to the quantity of land conveyed. The trial court granted the buyer an abatement in the purchase price equal to the value of the disparity between the contract acreage and the actual acreage. This Court reversed, holding that the proper remedy for mutual mistake was rescission, not an abatement in the purchase price.