MANGMT 3540 1st Edition Lecture 13 Outline of Last Lecture I Illegal Agreements II Contracts Against public policy III Results of illegality or violations of public policy IV Introduction V Sale of Interest in Land VI Performance Beyond One Year Outline of Current Lecture VII Collateral Promises VIII Promises Made in Consideration of Marriage IX Sale of Goods Priced at 500 or more X Writing XI Exceptions to the Statute of Frauds XII Parol Evidence Rule XIII UCC Variations Sale of Goods Current Lecture I Collateral Promises A Defined These notes represent a detailed interpretation of the professor s lecture GradeBuddy is best used as a supplement to your own notes not as a substitute i A promise of guarantee made to a creditor to pay another s debt only if the other does not pay ii There must be at least 3 parties involved and at least 2 promises B Three Situations where the statute of frauds does not apply i A promise to be jointly liable on the same basis as the debtor this is not a collateral promise ii A promise to be primarily liable liable instead of the debtor this is not a collateral promise iii The main purpose rule if the primary purpose of the guarantee is for personal benefit an oral contract is enforceable this is an exception to the rule II Promises Made in Consideration of Marriage A Promise of Dowry i A family s promise made to a prospective husband to pay money or property upon his marriage to their daughter ii Dowries were traditional under early common law but are common only in a few countries today including India B Prenuptial agreement i Promises made prior to marriage specifying how property will be divided in the event of divorce III Sale of Goods Priced at 500 or more A Sale of Goods Review i Article 2 of the UCC ii Goods things tangible and moveable iii Applies to everyone but has special rules for merchants B When Writing Required for Sale of Goods i When goods are priced at 500 or more ii Not necessarily when valued at 500 or more IV Writing A Two requirements i At common law contracts for land and services the writing must be sufficient to show the essential terms of the contract ii The contract must be signed by the party being sued initials enough B What if no writing i Contract is considered unenforceable V Exceptions to the Statute of Frauds A Performance i Complete performance by one party removes the contract from the statute of frauds B Admissions of terms i When the defendant admits there is a contract the contract is enforceable to the extent of the admission VI Parol Evidence Rule A Definition i Evidence of prior or contemporaneous oral statements or agreements is inadmissible as evidence to alter the terms of a written contract B Prior written agreements i Prior written agreements are also inadmissible to alter the contract C Three exceptions and one caution i Extrinsic outside evidence is admissible to prove lack of reality of consent ii Extrinsic evidence is admissible to clear up an ambiguity iii Extrinsic evidence is admissible to clarify incomplete contracts 1 The parol evidence rules does not apply to modification because they come after the contract is made VII UCC Variations Sale of Goods A Two UCC Variations of the Statute of Fraud i Need only sufficient writing to show a contract other may are filled in by the court 1 Quantity and description of goods are often enough as to terms in a written agreement 2 Signature or other authentication of writing suffices ii Between merchants one signature is enough if no objection by the other merchant within 10 days after receipt B The UCC Parol Evidence Rule i Applies only if parties intended document to be all inclusive