Statute of Frauds Flashcards
What is the SOF exception?
If the K falls under the SOF, it must:
(1) be in writing and
(2) signed by the party against whom enforcement is sought
What categories of contracts are subject to the SOF? (my legs)
(1) MARRIAGE K’s
(2) K’s that can’t be performed within one YEAR
(3) K’s for the sale of LAND
(4) K’s of an EXECUTOR or administrator to answer for the duty of a decedent
(5) K’s for GOODS over $500
(6) K’s for guarantee or SURETYSHIP
For contracts that can’t be performed within a year, what is the measuring date?
Measured from the date the K is made, not the date performance begins
Is a contract for life governed by the one-year rule?
NO, because a person could die within a year
What is the “main purpose exception” to the rule that guarantee/suretyship K’s be in writing?
Where the main purpose of the guarantor is to protect his own economic interests, the guarantee agreement is not governed by the SOF and can be oral
How do you satisfy the writing requirement of the SOF?
All you need is a memo of the agreement that can be made BEFORE, DURING, or AFTER formation.
What three terms are required in the writing requirement of the SOF?
(1) identity of the parties
(2) nature and subject matter of the K
(3) essential terms of the agreement, such as price and date for performance
What can constitute a signature for the SOF?
Any symbol w/ intention to authenticate the writing
ex. initials, typed, stamped, or preprinted signature, letterheard
How can the SOF be satisfied by performance regarding land sale contracts?
Part performance requires 2 of the 3:
(1) payment of all or part of the purchase price
(2) taking possession
(3) making substantial improvements to the property
How can the SOF be satisfied by performance regarding contracts over a year?
(1) if fully performed: enforceable despite SOF
(2) if only partially performed: not enforceable
What are the 5 ways to satisfy the UCC SOF?
(1) signed writing (writing, quantity, signed by party against whom enforcement is sought)
(2) merchant’s confirmation
(3) judicial admission
(4) part performance
(5) specially manufactured goods
What is the merchant’s confirmation rule?
Two merchants enter an oral agreement, 1 sends the other a written confirmation of the agreement. SOF is satisfied against the recipient merchant if:
(1) both sender and recipient are merchants
(2) writing is in confirmation of the K and contains a quantity; and
(3) recipient doesn’t send a written objection within 10 days
What is the judicial admission exception under UCC SOF?
Party admits a K was formed in a pleading, testimony, or in court
What is the part performance exception under the UCC SOF?
Despite the absence of a writing, a valid K is enforceable for:
(1) goods for which payment was made/accepted
(2) goods which have been received/accepted
What is the specially manufactured goods exception under the UCC SOF?
SOF satisfied against buyer who orders CUSTOM goods from a manufacturer if:
(1) manufacturer detrimentally relied by beginning performance before buyer’s withdrawal; and
(2) manufacturer can’t resell the goods in the ordinary course of business
