SOF

Question 1

General rule in K law

Answer 1

K need not be in writing- oral and written agreements are equally enforceable

Question 2

Analysis of SOF

Answer 2

does the agreement fall within the SOF?
is the SOF satisfied?
is alternative enforcement available?

Question 3

CL: SOF requires a writing for these kinds of Ks

Answer 3

MY LEGS
marriage
year- can't be completed within 1y of formation
land sale Ks (not present exchanges)
executor of estate
guaranty/ suretyship
sale of goods over $500

MD

• guaranty/ suretyship
• marriage
• not to be performed within 1y of making K
• land: any interest not in a signed writing is an interest at-will only. Unless part performance, then can get spec enforcement . no damages

Question 4

SOF guaranty/ suretyship:

exceptions

Answer 4

creditor discharges orig debtor from his obligation on faith of a guaranty of a 3p, no signed writing req

main purpose doc: main purpose of guarantor’s prom is to protect or promote his own economic interest, no signed writing req

Question 5

to satisfy writing req of SOF

Answer 5

memorandum of the K. can be prepared before, during, after K formation

needs:
ID parties
nature and sbj matter of K
essential terms of unperformed promises in agreement

Question 6

SOF unsigned docs, to tack together must have

Answer 6

at least 1 signed writing unambig establishing K rel bt 2 parties

signed and unsigned docs clearly relate to the same sbj matter

C&C ev of acquiescence to the unsigned doc by the party against whom enforcement is sought

Question 7

SOF: even without a signed writing, an oral K for the sale of land will be enforceable when

Answer 7

there’s been part performance, and:

B brings the action against S

or the action is for specific performance, NOT damages

Question 8

SOF: even without a signed writing, over 1y Ks will be enforceable if

Answer 8

full performance of an oral K for services by the party performing the servies

part performance- NO, though you could argue quantum meruit

Question 9

alternative enforcement to consider if SOF is not satisfied

Answer 9

restitution (recovery for benefits conferred) 
quantum meruit (recovery for value of services conferred) 
promissory estoppel (ex 1 party promises to send a written agreement and the other guy relied on it)

Question 10

req to satisfy UCC SOF

Answer 10

• writing
• signed by the party against whom enforcement is sought
• which is sufficient to indicate that a K for sale has been made bt the parties

Question 11

Terms req to satisfy UCC SOF

Answer 11

quantity

Question 12

if 2 merchants enter into an oral agreement, and 1 sends a written confirmation, it will satisfy UCC SOF if it’s

Answer 12

• sufficient against the sender: signed, quantity term, etc
• in confirmation of the K
• sent within a reasonable time of making the oral agreement
• receiving merchant has a “reason to know” the contents

Question 13

Part performance will make an oral contract enforceable under UCC SOF w respect to

Answer 13

goods for which payment has been made and accepted or which have been received and accepted
-must be actions by both parties indicating that a valid K exists

Question 14

A seller who lacks a signed writing for a K to sell specially manufactured goods will be able to enforce the oral K by establishing

Answer 14

• goods are to be specially manufactured for the buyer
• goods are not suitable for sale to others in the ordinary course of S’s business
• S has substantially begun to mfg, or made commitments to procure teh goods
• actions undertaken reasonably indicate that the goods are for the buyer
• actions undertaken occurred before S received B’s revocation