VI. K Formation and the Statute of Frauds
A. Common Law
Statue of Frauds is used as a Defense; a way to get out of a valid K
(P can argue offer, acceptance, consideration; D will argue that SoF makes the K unenforceable)
1. Policy Argument for the SoF
a) Evidentiary – helps prove the terms of a K
the longer period of time, the more likely will need evidence b/c people will not remember what the
stips in a K were
b) Cautionary
stresses formality – makes it so a person will understand the importance of their actions
Hypo: If a party claims breach of K, the D will say they did not breach K b/c under the SoF the K was unenforceable to begin with
2. Classes of Ks covered by SoF (R2K. 110):
M Y L E G S
1) Ks upon consideration of Marriage
2) Ks not to be completed within 1 Year from the DATE THE K IS MADE
even if the K could have been performed w/in one year, it does not have to be in writing
3) K for the sale of Land
4) K of and Executor or administrator to answer for a duty of his decedent
5) K for Guarantee or suretyship; to answer for the duty of another
- - - - - - -
6) K for the Sale of goods (UCC) over $500
3. Requirements of a Memorandum (R2K.131)
A K w/in the SoF is enforceable if it is evidenced by any writing, signed by or behalf of the party to be charged which:
a) reasonably identifies the subject matter of the K
b) is sufficient to indicate that a K has been made btwn the parties, or offered by the signer to the other party,
c) and states w/ reasonable certainty the essential terms of the unperformed promises in the K
4. Linking of Unsigned Docs for SoF
a. If unsigned docs are not incorporated by reference in a signed doc, “taking together” the signed and
unsigned docs is permissible if: (Crabtree test)
1) there is at least one signed writing unambiguously establishing a contracted relationship btwn the
parties,
2) the signed and...