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20 Cards in this Set
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Agreement that requires a special form or method of creation (formation) to be enforceable. |
Formal Contract |
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Agreement does not require a specific form or method of creation to be valid. |
Informal Contract - Based on substance rather than form |
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A state statute that requires certain types of contracts to be in writing in order to be enforceable. |
Statutes of Frauds
- Defense to the enforcement of a contract - Contracts involving interests of land - Contracts that cannot be performed within one year from the day after the date of the contract's formation. - Collateral contracts - Promises made in consideration of marriage - Under the UCC contracts for the sale of goods > $500 |
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A contract involving interests in land must be put into writing in order to be enforceable. |
Statute of frauds -- Writing requirement - In a sale of land, the following interests are typically involved: - Building located on the land - Crops/vegetation on the land - minerals/timber on the land - anything else permanently attached to the land - Fixtures |
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Personal property so affixed or so used as to become a part of the property. |
Fixtures - Air conditioning unit, sinks, chandeliers |
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Statute of Frauds -- Writing Requirement The One Year Rule Is it possible for the contract to be performed within one year of the contract's date of formation? |
- If is not at all possible, then the contrat must be in writing and an oral contract is not enforceable - Date of Formation: the date on which the contract is entered into by the parties |
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Statute of Frauds -- Writing Requirement A promise made by a party to assume the debts or obligations of another party to a separate contract if that party does not perform. |
Collateral Promise - Must be in writing to be enforceable - Involves Guarantees |
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When a party to a contract assumes an obligation to another party; typically does not need to be written |
Primary Obligation |
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When a third party makes a collateral promise; needs to be written. |
Secondary Obligation |
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A unilateral promise to make a monetary payment or to give property in consideration of marriage must be in writing. |
Statute of Frauds -- Writing Requirement Promises made in consideration of Marriage - Focus on prenuptial agreement |
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Agreement made before marriage that defines each spouse's ownership rights in the other spouse's property. |
Prenuptial Agreement |
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Under the UCC, a sale of goods priced at $500 or more must be set forth in writing: - Only needs to state the quantity - must be signed by the person to be charged - does not have to designate the buyer or seller, the terms of payment, or the price |
Statute of Frauds -- Writing Requirement Contracts for the Sale of Goods |
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Statute of Frauds -- Writing Requirement Exceptions |
- Partial Performance - Admissions - Promissory Estoppel -Special Exceptions under the UCC |
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When a contract has been partially performed and the parties cannot be returned to their positions prior to the contract, a court may enforce an oral contract even though it should have been in writing. |
Statute of Frauds -- Writing Requirement Exceptions: Partial Performance - EX. Oral contract to buy piece of land, buyer has paid certain amount of asking price, taken possession of the land, built on the land. Seller wants to then pull out. |
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In some states, if a party against whom enforcement of a contract is being sought admits in a pleading, testimony, or other court proceedings that a contract for sale was made, the contract will be enforceable. But only to the extent admitted by that party |
Statute of Frauds -- Writing Requirement Exceptions: Admissions - court enforces only to the extent of admission |
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Doctrine that can be used to enforce a promise when the promisee has justifiably relied on it and when justice will be better serve by enforcing the promise |
Statute of Frauds -- Writing Requirement Exceptions: Promissory Estoppel - an oral contract that would otherwise be required to be in writing may be enforced under the doctrine of detrimental reliance. |
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- A writing can consist o fany confirmation, invoice, sales slip, check, fax, or email. - Does not have to be formally written - Does not need to be a single document - One document incorporate another document by referring to it - Several documents may form a contract if they are physically attached |
Statute of Frauds -- Sufficiency of Writing Material that Constitutes a writing |
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- Only the essential terms of the contract - Does not have to be every term of the contract - Evidence that the parties voluntarily agreed to the terms |
Statute of Frauds -- Sufficiency of the Writing What must be Contained in the writing |
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If there is a written contract, no evidence can be admitted into court about statements, writings, other communications made from before the contract was entered into. |
Parol Evidence Rule - Evidence of later statements can be admitted - If someone says they will do something different from what the written contract says, put it into the contract! - This rule addresses if you can tell a story in court but not if you will win |
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Earlier evidence (communications before contract was entered into) can be admitted: - To resolve ambiguities in the contract - To resolve gaps in the contract (when contract is incomplete or lacks one or more of the essential terms - To correct an obvious or gross clerical error - To prove the contract was entered into under mistake of fraud |
Exceptions to Parol Evidence Rule |
