Chapter 16

Question 1

Statute of Frauds

Answer 1

a state statute under which certain types of contracts must be in writing to be enforceable.

Question 2

Origins of the Statute

Answer 2

Early common law then statute passed by English Parliament in 1677

Question 3

Contracts that Requires Writing

Answer 3

1. involving interest in land
2. One Year Rule
3. Collateral Promise
4. Promises made in Consideration of Marriage
5. Contract for Sale of Goods

Question 4

One Year Rule

Answer 4

contract that cannot, by its own terms, be performed within one year from the day after the contract is formed must be in writing to be enforceable.

One year period begins to run the day after the contract is made

Must be objectively impossible to perform within one year.

Question 5

Collateral Promise

Answer 5

or secondary promise, is one that is ancillary (subsidiary) to a principal transaction or primary contractual relationship.

A collateral promise is one made by a third party to assume the debts or obligations of a primary party to a contract if that party does not perform.

falls under the Statute of Frauds and therefore must be in writing to be enforceable

Question 6

Primary Obligations

Answer 6

promise to pay another person’s debt/obligation that is not conditioned on the person’s failure to pay/perform

does not require a written contract

Question 7

Secondary Obligations

Answer 7

promise to pay other’s debt/obligations only if that party fails to pay

requires a written contract

Question 8

Exceptions to Writing Requirements

Answer 8

1. Partial Performance
2. Admissions
3. Promissory Estoppel
4. Special Exceptions under UCC

Question 9

Sufficiency of the Writing

Answer 9

1. What constitutes a writing?
2. What must be contained in writing?

Question 10

Parol Evidence Rule

Answer 10

Under the this rule, if a court finds that a written contract represents the complete and final statement of the parties’ agreement, it will not allow either party to present parol evidence.

A testimony or other evidence of communications between the parties that is not contained in the contract itself. A party normally cannot present any evidence of the following if that evidence contradicts or varies the terms of the written contract

Question 11

Exceptions to the Parol Evidence Rule

Answer 11

1. Contracts subsequently modified
2. Voidable or void contracts
3. Contracts containing ambiguous terms
4. Incomplete contracts
5. Prior dealings, course of performance and usage of trade
6. Contracts subject to an orally agreed on condition precedent
7. Contracts with an obvious or gross clerical (typographic) error

Question 12

Integrated Contracts

Answer 12

Written contract that constitutes the final expression of the parties’ agreement. If a contract is integrated, evidence extraneous to the contract that contradicts or alters the meaning of the contract in any way is inadmissible

Question 13

Contract can be either completely or partially integrated:

Answer 13

• If it contains all of the terms of the parties’ agreement, it is completely integrated.
• If it contains only some of the terms that the parties agreed on and not others, it is partially integrated.

Question 14

Statute of Frauds in the International Context

Answer 14

The Convention on Contracts for the International Sale of Goods (CISG) governs international sales contracts between citizens of countries that have ratified the convention (agreement). Article 11 of the CISG does not incorporate any Statute of Frauds provisions. Rather, it states that a “contract for sale need not be concluded in or evidenced by writing and is not subject to any other requirements as to form.”