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38 Cards in this Set
- Front
- Back
statute of frauds
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requires that certain designated types of contracts be evidenced by a writing to be enforceable
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5 contracts within statute of frauds
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1. promises to answer for the duty of another 2. promises of an executor or admin to answer personally for a duty of the decedent whose funds he is administering 3. agreements upon consideration of marriage 4. agreements for the transfer of an interest in land 5. agreements not to be performed within one year
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electronic records
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full effect is given to electronic contracts and signatures
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suretyship provision
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applies to a contractual performance by a surety (promisor) to a creditor (promisee) to perform the duties or obligations of a third person (principal debtor) if they do not perform (these promises must be in writing)
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collateral promise
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promisor is secondarily liable, not primarily (don't have to pay unless principal defaults); suretyship provisions must be collateral
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original promise
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if promisor makes an original promise and becomes primarily liable, statute of frauds does not apply
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main purpose doctrine
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if primary object is to provide an economic benefit to the surety, then the promise is not within the statute
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promise made to debtor
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if S promises to pay D's debt to C, the promise is made to the debtor and not the creditor, therefore it is not under the statute (oral is enforceable)
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executor-administrator provision
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promises of an executor or an administrator to answer personally for a duty of the decedent must be in writing (this is a application of suretyship provision, so the same exceptions apply)
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marriage provision
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applies to promises in consideration of marriage, but not just mutual promises to marry (these can be oral, obviously)
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land contract provision
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applies to promises to transfer any right, privilege, power, or immunity in real property (does not include personal property, one-year or less leases, building or insurance contracts)
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one year provision
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applies to contracts that cannot be performed within one year
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possibility test
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the criterion is whether or not it is possible, not likely, for the agreement to be performed within one year (contracts for lifetime employment and ones with infinite duration are excluded)
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computation of time
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the year runs from the time the agreement is made
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full performance of one pary
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if one party fully performs, most courts hold the promise of the other is enforceable even if it was not possible to perform within one year (and not in writing)
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sale of goods
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UCC states that any contract for sale of goods for $500 or more must be evidenced by a writing or record to be enforceable
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admission
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an admission in pleadings, testimony, or otherwise in court that a oral contract was made for the sale of goods makes it enforceable for the quantity of goods admitted
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specially manufactured goods
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oral contracts for goods specially manufactured for a buyer are enforceable if seller has made a substantial beginning of their manufacture and goods cannot be readily resold in seller's ordinary course of business
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delivery or payment and acceptance
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under Code, delivery/payment and acceptance of part of the goods/price validates the contract but only for the goods/payment accepted (if contract not in writing)
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modification of contracts within statute of frauds
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oral contracts modifying previously existing contracts are unenforceable if the resulting contract is within the statute of frauds
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rescission of contracts within statute of frauds
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an oral rescission is effective and discharges all unperformed duties under the original contract (unless contract is transfer of land, this would result in a new contract under the statute)
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compliance with statute of frauds
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enforceable if it is contained in a writing, memorandum, or record sufficient to satisfy requirements (no specific form required)
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general contract provisions
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writing or record must: specify the parties to the contract, specify the subject matter and essential terms, and be signed by the party to be charged or by her agent
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sale of goods provisions
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Code requires writing or record sufficient to indicate a contract has been made that is signed by the party against whom enforcement is sought and specifies the quantity of goods or securities to be sold
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written confirmation between merchants
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a written confirmation that is sufficient against the sender is also sufficient against the recipient unless the recipient gives written notice of his objection within 10 days
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oral contract within statue of frauds
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these contracts are not enforceable
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full performance
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statute does not apply to executed contracts (once oral contract is performed, statute no longer applies)
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restitution
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a party may recover in restitution the benefits he conferred upon the other party if he acted in reliance of the contract (which was unenforceable by the SOF)
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promissory estoppel
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oral contracts enforced where party seeking enforcement has reasonably and justifiably relied on the promise and the court can only avoid injustice by enforcement
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parol evidence rule
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when parties express a contract in writing that they intend as the final expression of their rights and duties, evidence of prior oral or written negotiations or agreements of their contemporaneous oral agreements that vary or change written contract are not admissible
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integrated contract
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one contained in a certain writing to which the parties have assented as being the statement of the complete and exclusive agreement or contract (parol evidence rule only applies to these)
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situations when parol evidence rule does not apply
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a contract that is not integrated; a correction of a typographical error; showing that a contract was void or voidable; showing whether a condition has in fact occurred; showing a subsequent mutual rescission or modification of the contract
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supplemental evidence
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can be admitted by the court; is either course of dealing, usage of trade, course of performance, or evidence of consistent additional terms
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course of dealing
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previous conduct between parties
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usage of trade
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practice or method of dealing regularly observed and followed in a place, vocation, or trade
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course of performance
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conduct between the parties concerning performance of the particular conduct
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supplemental consistent evidence
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only admissible if it does not contradict a term or terms of the original agreement
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interpretation of contracts
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the ascertainment of the meaning of a promise or agreement or a term of the promise or agreement
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