American Contract Law for a Global Age, 2017a

Y Contracts that cannot be performed within one YEAR of the contract’s
date. See Restatement (Second) of Contracts § 130.
L Contracts involving the sale of LAND and (varying by the state) other
kinds of interests in land, such as easements and mineral rights. See Restatement
(Second) of Contracts §§ 125-129.
E Contracts of EXECUTORS to pay debts out of the executors’ own
pockets. Note that this rule does not apply to promises to pay debts out of the
decedent’s estate, but only out of the executor’s personal resources. See Restatement
(Second) of Contracts §§ 111.
G Contracts for sales of GOODS above $500. 1 Recall that the Uniform
Commercial Code defines goods are things that are “tangible” and “moveable,” which
does not include real estate, services, and intangible legal rights. See Uniform
Commercial Code § 2-201.
S SURETYSHIP contracts. These are contracts under which one party
agrees to be liable for the debts of someone else. The most common type is what you
know as a “co-signer” on a loan, but there are other types. See Restatement (Second)
of Contracts §§ 112-123.
If a contract falls into one of these categories, it is not enforceable unless it meets the
requirements of the statute.
What Kind of Writing Satisfies the Statute? Once a contract is within the
Statute of Frauds, we must determine what exactly qualifies as a sufficient writing
for purposes of the statute. A writing that satisfies the statute might not, for example,
necessarily contain all the terms of the parties contract. A qualifying writing
generally must be signed or otherwise subscribed by the person who is said to be
bound by the deal.
These issues were simple to address in 1677: all legal documents were
handwritten and either hand-signed or formally sealed by the parties. Introduction
of new technologies since that time—pre-printed forms, telegraphs, fax machines,
electronic mail, digital ordering systems, text messaging, and more—has made
statute of frauds issues more complicated at times. Both the U.S. Congress and state
legislatures have tried to bridge the gap between the statute of frauds and the digital
age with statutes providing for the treatment of electronic messages. Prominent
examples of legislation on point include the state-law Uniform Electronic
Transactions Act (“UETA”), excerpted later in these materials, and the federal
1 [A proposal in 2003 to substantially revise and update UCC Article 2 would have raised this
amount to $5,000. For reasons we won’t bore you with at the moment, Revised Article 2 failed to gain
any traction in state legislatures was ultimately withdrawn by its drafters. Hence, the Article 2 statute
of frauds threshold remains at $500, capturing many smaller deals that the original statute wasn’t
intended to reach. – Eds.]
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262 CHAPTER V: CONTRACT DEFENSES