Meeting of the minds (also known as mutual agreement, mutual assent, or mutuality) is a principle of contract law that requires the parties to mutually agree to the terms to form an enforceable contract.
Although a meeting of the minds was traditionally required under the subjective theory of assent to contract terms, today’s courts generally only require an objective manifestation of assent—meaning that if the written words of the contract have a clear, unambiguous meaning they will be enforced as written, even if one of the parties claims to have understood them differently.
In Delaware, as in other jurisdictions, the concept of 'meeting of the minds' is fundamental to contract law. It requires that all parties involved in a contract have a mutual understanding and agreement on the terms and conditions of the contract for it to be enforceable. Delaware courts typically adhere to the objective theory of contracts, which means that the courts will look to the outward expressions of agreement (such as written contracts or actions) rather than the subjective intent or understanding of the parties. If the terms of the contract are clear and unambiguous, the courts will enforce the contract as it is written, regardless of any party's internal, unexpressed misunderstandings or interpretations. This objective approach helps to provide certainty in contractual relationships and ensures that the enforcement of contracts is based on the reasonable expectations established by the parties' outward expressions of consent.