SoF II Contracts – Prof Merges March 3, 2011. Statute of Frauds “Within the statute”? “Satisfies the statute?”

SoF II

Contracts – Prof Merges

March 3, 2011

Statute of Frauds

• “Within the statute”?

• “Satisfies the statute?”

Richard v. Richard

Richard v. Richard

• Where are we procedurally?

• What are the facts?

Facts

• Alleged oral agreement to purchase a home

• Any writing at all?

Additional facts

• Weekly payments to father (Norman) in addition to rent payments

• Total: about $5000

Improvements

• New doors

• Bannister

• Floors, other things

Opinion

• Begin with an exception to the S o F

• Part performance

What does part performance demonstrate?

What does part performance demonstrate?

• Shows existence of the K – why begin performing if there is no K?

• Also (or in the alternative), a question of fairness: protecting the reliance interest, preventing unjust enrichment

What are the elements of the part performance exception?

• Possession

• Improvements

• Pmt of substantial part of purchase price

Are these all required? Or any one of the 3?

• A, B, and C: additive

• A, B, OR C: alternative

• Necessary/sufficient?

Possession

• Present here?

• What is the issue?

• What does the court say?

Improvements

• Will any improvements do?

• What else is required?

Partial payment

• How much is enough?

• How much here? What was Norman’s argument? What did the court say?

UCC 2-201

• The Code’s S o F

• Basic rule; 2-201(2), reasonable time requirement for response to a merchant’s confirmation

St. Ansgar Mills, Inc. v Streit

• History

• Facts

2-201(1) and (2)

• PP. 285-286

At issue here

• “confirmation within a reasonable time” provision of 2-201(2)

• Other cases: was the time frame here reasonable? – p. 293

Why did Dist Ct rule as it did?

• Facts and circumstances here

Estoppel and the UCC

• Statutory drafting and unintended effects

Monarco v Lo Greco

• History

• Facts

Facts!

• Christie vs. Carmen

Policy

• Reliance

• Restitution

Record/writing requirement

• “All essential terms” vs. “memorandum of agreement”

But even the UCC’s quantity term is liberally described

• Mis-stated quantity term irrelevant to overall enforceability; enforcement limited to quantity stated, however

• UCC § 2-201, Comment 1