1. Form of a Contract
Chapter 12

2. 3 Major Topics Statute of Frauds Rules for Interpretation
Parol Evidence Rule

3. Statute of Frauds Passed by Parliament in 1677
Goal is to require good evidence of contractual agreements
Applies only to executory contracts - those that have not been performed fully

4. Contracts Within Statute
Pay the debt of another
Pay the debt of deceased person
Requiring >1 year to perform
In consideration of marriage
Sale of real property
Sale of goods > $500

5. Contracts to Pay Debt of Another
This is commonly called co-signing.
This is also common when an executor of the estate of a deceased person promises to pay remaining debts.

6. Contract Requiring > 1 Year to Perform
If the contract terms state that the contract will last > 1 year, it must be in writing.
If no time frame is included in the contract, it need not be written.

7. Contracts in Consideration of Marriage
This only applies where Joe promises to marry Mary in exchange for Mary’s uncle’s promise of a vast estate.
Promises to marry are generally not enforceable, regardless of whether they are written.

8. Contracts to Sell Realty
Realty, or real property, is land and anything permanently attached to land.
Equitable estoppel arises where one party would be harmed because of justifiable reliance on the oral promise of the other party.
This other party may not claim the Statute of Frauds.

9. Contract for Sale of Goods > $500
This is covered by the UCC in all states except Louisiana.
Goods includes everything that is not realty, personal services, or intellectual property (such as copyrights and trademarks).

10. Rules for Interpretation of a Memorandum
Memorandum must include:
place
date
parties
subject matter
price and terms
intent of the parties
signature of the party being charged under the contract

11. Evaluating Contradictory Terms
If part of the contract is typed or printed and part handwritten, and the two conflict, the handwritten terms prevail.
If an amount written in words and an amount written in numbers conflict, the amount written in words prevails.

12. Resolving Ambiguity
A contractual term is ambiguous if it is capable of having more than one interpretation.
Ambiguities are resolved by interpreting the contract in a way which is opposed to the interest of the person who drafted the contract.

13. Parol Evidence Rule
Evidence of prior or contemporaneous oral agreements may not be introduced to contradict or alter the terms of a written agreement.
The exception is when the evidence can clarify an ambiguity in a written agreement.