Part 3- Contracts, Chapter 16: Writing, Doc 3

The summary explains the statute of frauds and specific contract types that require a written agreement for enforceability. Additionally, it covers the exceptions and UCC provisions that allow oral contracts to be enforceable under certain conditions. Key Points of Contracts Within the Statute of Frauds 1. Marriage Contracts: o Contracts where marriage serves as the consideration, such as prenuptial agreements, must be in writing to be enforceable. 2. Contracts Not Performable Within One Year: o Bilateral contracts that cannot be completed within one year from formation generally require a writing. If one party completes performance, the contract may be enforceable even if unwritten. 3. Real Property (Land) Contracts: o Contracts involving the transfer or creation of an interest in land require a written agreement. Exceptions include:  Full performance by the seller (vendor).  Part performance by the buyer (vendee), where the buyer has relied on the oral contract by paying a significant part of the price, taking possession, or making improvements. 4. Executor’s Promise: o If an executor promises to pay a decedent’s debt from their personal funds, this must be in writing to be enforceable. 5. Sale of Goods ($500 or More): o Under UCC § 2-201, sales contracts for goods priced at $500 or more require a written memorandum, except under certain conditions provided by the UCC. 6. Collateral (Guaranty) Contracts: o A guaranty, where one party promises to pay another's debt if they default, generally requires a written agreement. However, if the main purpose is for the guarantor's own economic benefit, an oral agreement may suffice. Exceptions for Enforceability without a Written Agreement    Full Performance by a Party: If one party completes all obligations, the contract may be enforceable. Part Performance (Land Contracts): Significant reliance by the buyer (e.g., payment, possession, improvements) can support enforceability. Main Purpose Rule: Guarantor acts mainly for personal gain rather than solely as a guarantor. UCC-Specific Provisions for Enforcing Oral Contracts in Sale of Goods 1. Confirmatory Memorandum: Between merchants, a written confirmation of an oral agreement can satisfy the statute of frauds if the recipient does not object within 10 days. 2. Part Payment or Part Delivery: o Enforces the contract to the extent of goods paid for or delivered. 3. Admission in Court: o If a party admits the existence of an oral contract under oath, it satisfies the statute for the quantity admitted. 4. Specially Manufactured Goods: o If a seller has started manufacturing custom goods that cannot be resold, the oral contract may be enforceable, avoiding loss to the seller. o Requirements for a Valid Written Memorandum   Must include the essential terms, identify the parties, and describe the subject matter. Only needs the signature of the party against whom enforcement is sought, although both signatures are preferred. Conclusion The statute of frauds and UCC provide that certain contracts require a written form to be enforceable, preventing misunderstandings and fraud. However, exceptions and flexible approaches, particularly under the UCC, recognize reliance or specific performance, allowing some oral contracts to be enforced based on fairness and clear intent.