statute of frauds
need for written evidence of certain types of contracts
-makes certain contracts unenforceable unless they are in writing
Memorandum
What must be included in the written document?
§ names
§ subject matter
§ consideration
§ payment details
§ signature of paying party
§ NB signature of defendant must be present in order to be able to sue under memorandum
What makes up a memorandum?
- piece of paper
- can be a letter
- does not have to be one document
- cannot rely on oral evidence to connect memoranda
Unenforceable contracts
- contract that stills exists for other purposes, but neither party can obtain a remedy through court action
- cannot sue for breach of contract
Differences in an unenforceable contract and a void contract
- Deposits
- recovery for Goods and Services - quantum meruit (the amount merited)
- subsequent memoranda
- defendant must plead the statute
- effect of a subsequent oral contract on a prior written contract
Doctrine of part performance
gets rid of the requirement of writing
replaces written document with some sort of action (performance)
Necessary criteria for part performance:
○ has to be a contract concerning land
○ acts of performance have to clearly indicate existence of a contract respecting the land in question
○ acts have to have been performed by the plaintiff (not the defendant)
Sale of goods act
- applied to goods over £10
- repealed in Ontario
- Still exists in some provinces
- avoiding the act:
1) where there has been acceptance and actual receipt of the goods by the buyer
2) part payment tendered by the buyer and accepted by the seller
3) earnest
Consumer Protection Act
-protection of consumers
-some agreements must be in writing
-writing must included such details:
○ detailed description of goods/services sold
○ itemized purchase price
○ name, address and contact information of vendor
○ notice of statutory cancellation rights
Interpretation of Contracts
Ambiguity in language:
- multiple meanings
- special usage of words
- ex. trade expressions, local custom, units of time
interpretation of express terms
strict approach:
- dictionary definition
- plain meaning of the words used
Liberal approach:
- looks to intentions of the parties at the time of K formation, ie. purpose of the parties in drafting the K
- looks to the circumstances surrounding K negotiations
credibility
parties in the contract may sometimes present contradicting evidence surrounding its formation
-often necessary to have a 3rd party bystander settle the dispute
interpretation - implied terms
Implied term: term not expressly included by the parties in their agreement but which, as reasonable people they would have included had they thought about it
