Wednesday, August 17, 2016

Oral agreements and indefiniteness.

Practice point:  An oral agreement may be enforceable as long as the terms are clear and definite and the conduct of the parties evinces mutual assent sufficiently definite to assure that the parties are truly in agreement with respect to all material terms. However, not all terms of a contract need be fixed with absolute certainty, and courts will not apply the doctrine of indefiniteness to defeat the reasonable expectations of the parties in entering into the contract.

Student note:  Where there may exist an objective method for supplying the missing terms needed to calculate the alleged compensation owed to a plaintiff, a claimed oral agreement is not, as a matter of law, unenforceable for indefiniteness.

Case:  Kramer v. Greene, NY Slip Op 05776 (1st Dep't August 11, 2016)

Here is the decision.

Tomorrow's issue: Statue of limitations on an alleged violation of Rule 105 of Regulation M of the Securities Exchange Act.