Statute of Frauds

Question 1

If a contract is governed by the Statute of Frauds, then

Answer 1

the contract must be evidenced by a writing + Signed by party against whom enforcement is sought

Question 2

Who has a Statute of Frauds defense?

Answer 2

A party who does not sign a contract that is governed by the statute of frauds

Question 3

To analyze Statute of Frauds issues, ask the following three questions in order

Answer 3

1. Does statute of frauds apply; 2. Is the statute of frauds satisfied; 3. Is alternative enforcement available

Question 4

6 Statue of Frauds Categories

Answer 4

(1) Marriage (2) Contracts Not to Be Performed within a Year (3) Land Interest (4) Executor (contracts for executor or administrator to answer for the duty of decedent) (5) Guarantee or Suretyship (co-signing someone’s debt) (6) Contracts for the sale of goods at a total price > $500

Question 5

The year at issue under the one-year provision is measured from

Answer 5

The date of making the contract → will the performance conclude within a year of making the contract?

Question 6

Question to ask when examining under the one-year provision

Answer 6

will the performance conclude within a year of making the contract?

Question 7

If it is possible that a contract could be performed within the year of making, what happens if it is possible but takes longer?

Answer 7

then not governed by statue of frauds → regardless of how long it takes to perform

Question 8

Is a lifetime or permanent contract of employment subject to the statute of frauds?

Answer 8

Not governed by the one year provision because death is possible within a year

Question 9

What type of land sale is governed by SOF?

Answer 9

The contract for future sale: Is governed by land provision and requires a signed writing

Question 10

The present conveyance of land promised for money goverend by SOF?

Answer 10

No

Question 11

SOF covers what kind of land interest?

Answer 11

Any land interest

Question 12

A promise to answer for a debt of a third party must

Answer 12

be in writing under SOF

Question 13

Exceptions to Guaranty SOF Agreements

Answer 13

1) When creditor discharges the original debtor on the faith that he can collect (detrimental reliance) 2)Main purpose of the guarantor is to protect his own economic interest

Question 14

What is needed for a writing to satisfy SOF?

Answer 14

(a) Identity of the parties to the contract (b) Nature and subject matter of the contract (c) Essential terms of agreement: price, date, performance

Question 15

What kind of a writing satisfies SOF?

Answer 15

Any memorandum with the signature of a party.

Question 16

What is needed for a signature in SOF?

Answer 16

Any symbol used with intention to authenticate the writing

Question 17

What are the essential terms of a SOF agreement that must be in the writing? (5)

Answer 17

1. parties 2. subject matter 3. price 4. date 5. performance

Question 18

What is the required description for a land sale contract?

Answer 18

An address or metes & bounds

Question 19

How to tack together documents for SOF? (2)

Answer 19

1. If all documents are signed, or if a signed document incorporates unsigned documents by reference: then, statute of frauds is satisfied or 2. there is at least one signed writing unambiguously creating a contract between parties + documents clearly refer to the same subject matter + Clear and convincing evidence of acquiescence to the unsigned documents by the party resisting enforcement

Question 20

SOF in land contracts can be satisfied by part performance if? (3)

Answer 20

Part performance requires a showing of any combination 2 or all three, of the following: 1) Possession 2) Partial Payment or full payment of purchase price 3) Making substantial improvements to the property

Question 21

SOF in contracts ≥ 1 year can be satisfied by part performance if?

Answer 21

The contract is fully performed

Question 22

If SOF is not satisfied, what remedies are available to the aggrieved party? (2)

Answer 22

1. Restitution: The aggrieved party may recover the value of the benefits conferred 2. Promissory Estoppel: may be available for detrimental reliance (must have strong evidence of reliance)

Question 23

5 Ways to satisfy UCC Statute of Frauds

Answer 23

1. a signed writing 2. Merchants Confirmation 3. In court admission 4. Partial Performance 5. Specially Manufactured goods

Question 24

What required term is needed for UCC SOF contract?

Answer 24

A quantity term

Question 25

A writing will satisfy UCC SOF if (3)

Answer 25

1. signed by party against who enforcement is ought 2. writing(≠ offer unless firm offer) 3. indicates a contract for sale has been made between the two parties

Question 26

What are the exceptions for a quantity term requirement?

Answer 26

a) Exception #1: where there is language providing a basis for measuring quantity b) Exception #2: output or requirements contracts

Question 27

Merchants confirmation occurs when?

Answer 27

two merchants enter an oral agreement and one of them sends the other a written confirmation of the agreement.

Question 28

Requirements for a valid merchant’s confirmation (5)

Answer 28

1) First requirement: has to be signed and contain a quantity term 2) Second requirement: the writing is in confirmation of the contract. 3) Third requirement: must be sent within a reasonable time of formation. 4) Fourth requirement: Recipients reason to know a) Confirmation must be based upon a real agreement and actually received 5) satsified against recipient merchant if no objection within 10 days

Question 29

How long does recipient merchant have to object to a merchant’s confirmation?

Answer 29

10 days

Question 30

How can an in court admission satisfy the UCC SOF?

Answer 30

Party admits in pleading, testimony, or otherwise in court that a contract was made 1) The contract is only enforceable: up to the quantity admitted.

Question 31

When can partial performance satisfy the UCC SOF?

Answer 31

no writing + Payment from buyer → seller accepts or Seller sends goods → buyer accepts

Question 32

When can partial performance satisfy the UCC SOF: If involving divisible goods? If involving indivisible goods?

Answer 32

Divisible = only up to the quantity actually delivered or paid for Indivisible = partial payment renders the contract fully enforceable

Question 33

When can a specially manufactured goods satisfy the UCC SOF? (5)

Answer 33

1) the goods are to be specially manufactured for the buyer; 2) the goods are not suitable for sale to others in the ***ordinary course of seller’s business;*** 3) seller has substantially begun to manufacture, or made commitments to procure, the goods; 4) the actions undertaken to begin to manufacture or procure occurred under circumstances which reasonably indicate that the goods are for the buyer; and 5) the actions undertaken to **begin to manufacture** or procure occurred before seller received notice of buyer’s revocation.

Question 34

A SOF defense only has what effect?

Answer 34

to defeat enforcement of the contract against the non-signing party -still use for claims other than breach -Still use if suing in quantum merit

Question 35

When agreeing to cover someone else’s debt, the agreement must be

Answer 35

covered in a writing to satisfy statute of frauds