BBG 231 Lecture Notes - Lecture 4: Tunxis Community College, Oral Contract, Specific Performance
6 Jan 2021
School
Department
Course
Professor
Tunxis Community College
Business Law
Notes
Rule
• Rule: Whenever there is a conflict between a common law contract rule and the UCC, the UCC
controls
which kinds of contract are affected by statute of frauds?
Statute of frauds
*****Statutes of Frauds******
http://nationalparalegal.edu/public_documents/courseware_asp_files/contracts/DefensesTo
Formation/StatuteOfFrauds.asp
● First enacted by the English Parliament in 1677.
○ Why? Cottage Industry
● Today, it has been adopted in almost every state, including N.C.
● If a contract needs to be in writing to be enforceable, it is said to “fall within the statue.”
● If the Statue does not apply, the contract is said to “fall outside the statue.”
● The Statues does notan oral contract that falls within the statue void – just unenforceable.
● Contracts that fall within the Statue of Fraud:
1. Promise by Executor or Administrator.
a. In order for a creditor to bind a personal representative to a contract
requiring him or her to pay a decedent’s debt out of his own assets, the
contract must be written, or there be a written memorandum signed by the
personal representative.
b. If a personal representative makes a contract on behalf of the estate,
there’s no writing requirement.
2. Promise to Answer for the Debt or Another
a. When one promises to pay the debt incurred by another, the contracts most
comply with the statue to be enforceable. Limited to collateral promises
(in nature of guarantee) rather than primary promise.
b. Collateral Promise: “Sell goods to Jones, & if Jones does not pay. I will
pay.” (Writing required)
c. Primary Promise: “Let Jones have the goods & I will pay.” (no writing
required)
d. Main-Purpose-Doctrine: changes what appears to be a collateral promise
to a primary promise which falls outside the statues (no written
requirement) – when the main purpose for promising to pay another’s
obligation is for his or her own benefit
e. Indemnity Contracts and Novations: “fall outside the Statue” (no writing
requirement) both are considered primary promises
3. Agreement made upon Consideration of Marriage.
Document Summary
First enacted by the english parliament in 1677. Today, it has been adopted in almost every state, including n. c. If a contract needs to be in writing to be enforceable, it is said to fall within the statue. If the statue does not apply, the contract is said to fall outside the statue. The statues does notan oral contract that falls within the statue void just unenforceable. Limited to collateral promises (in nature of guarantee) rather than primary promise: collateral promise: sell goods to jones, & if jones does not pay. No! permission rather than sale******************* does not need to be in writing. In some cases the court may grant specific performance of an oral contract to transfer an interest in land when the contract has been partially performed (purchaser has paid part of the price, taken possession, and made permanent improvements).
