GA Code § 11-2-201 (2021)
2021 Georgia Code|Title 11 - Commercial Code|Article 2 - Sales|Part 2 - Form, Formation, and Readjustment of Contract|§ 11-2-201. Formal Requirements; Statute of Frauds

  Except as otherwise provided in this Code section a contract for the sale of goods for the price of $500.00 or more is not enforceable by way of action or defense unless there is some writing sufficient to indicate that a contract for sale has been made between the parties and signed by the party against whom enforcement is sought or by his authorized agent or broker. A writing is not insufficient because it omits or incorrectly states a term agreed upon but the contract is not enforceable under this paragraph beyond the quantity of goods shown in such writing.   Between merchants if within a reasonable time a writing in confirmation of the contract and sufficient against the sender is received and the party receiving it has reason to know its contents, it satisfies the requirements of subsection (1) of this Code section against such party unless written notice of objection to its contents is given within ten days after it is received.   A contract which does not satisfy the requirements of subsection (1) of this Code section but which is valid in other respects is enforceable:     If the goods are to be specially manufactured for the buyer and are not suitable for sale to others in the ordinary course of the seller's business and the seller, before notice of repudiation is received and under circumstances which reasonably indicate that the goods are for the buyer, has made either a substantial beginning of their manufacture or commitments for their procurement; or   If the party against whom enforcement is sought admits in his pleading, testimony, or otherwise in court that a contract for sale was made, but the contract is not enforceable under this provision beyond the quantity of goods admitted; or   With respect to goods for which payment has been made and accepted or which have been received and accepted (Code Section 11-2-606).    (Code 1933, § 109A-2 - 201, enacted by Ga. L. 1962, p. 156, § 1.)   Cross references.   - Statute of frauds generally, § 13-5-30 et seq.   Law reviews.   - For article discussing applicability of Uniform Commercial Code statute of frauds to construction contracts, see 28 Emory L.J. 335 (1979). For survey article on construction law for the period from June 1, 2002 through May 31, 2003, see 55 Mercer L. Rev. 85 (2003). For article, "The Cost of Consent: Optimal Standardization in the Law of Contract," see 58 Emory L.J. 1401 (2009). For note, "The Scope and Meaning of Waiver in Section 2-209 of the Uniform Commercial Code," see 5 Ga. L. Rev. 783 (1971). For comment, "The Subcontractor's Bid: An Option Contract Arising Through Promissory Estoppel," see 34 Emory L.J. 421 (1985). For comment, "Boats Against the Current: the Courts and the Statute of Frauds," see 47 Emory L.J. 253 (1998).   JUDICIAL DECISIONS   ANALYSIS    General Consideration   Requisites of Writing   Merchants' Confirmations   Actions    RESEARCH REFERENCES   Am. Jur. 2d.   - 15A Am. Jur. 2d, Commercial Code, § 94. 67 Am. Jur. 2d, Sales, §§ 180-207. 73 Am. Jur. 2d, Statute of Frauds, §§ 427, 428, 497 et seq.   6 Am. Jur. Pleading and Practice Forms, Commercial Code, § 2:11.   C.J.S.   - 77A C.J.S., Sales, § 68 et seq.   U.L.A.   - Uniform Commercial Code (U.L.A.) § 2-201.   ALR.    - Acceptance of checks by telegraph or telephone, 2 A.L.R. 1146; 13 A.L.R. 989.    Admissibility of parol evidence to vary or explain the contract implied from the regular endorsement of a bill or note, 4 A.L.R. 764; 11 A.L.R. 637; 22 A.L.R. 527; 35 A.L.R. 1120; 54 A.L.R. 999; 92 A.L.R. 721.    When goods remaining in custody of seller or some third person deemed to have been received by buyer, within exception to statute of frauds, 4 A.L.R. 902.    Installation of fixtures as part performance which will take parol lease out of statute of frauds, 10 A.L.R. 1495.    Effect of the statute of frauds upon the right to modify, by subsequent parol agreement, a written contract required by the statute to be in writing, 17 A.L.R. 10; 29 A.L.R. 1095; 80 A.L.R. 539; 118 A.L.R. 1511.    Statute of frauds: warranty or guaranty in respect of the subject-matter of a contract between third persons, which does in terms embrace such an obligation, 19 A.L.R. 1033.    Admission by pleading of a parol contract as preventing pleader from taking advantage of the statute of frauds, 22 A.L.R. 723.    Pleadings, depositions, testimony, or statements in court as constituting a sufficient writing within the statute of frauds, 22 A.L.R. 735.    Effect of statute of frauds upon the right to modify by subsequent parol agreement, a written contract required by the statute to be in writing, 29 A.L.R. 1095; 80 A.L.R. 539; 118 A.L.R. 1511.    Trade custom or usage to explain or supply essential terms in writing required by statute of frauds (or Sales Act) in sale of goods, 29 A.L.R. 1218.    Necessity of statement in writing of consideration or price for sale of goods or choses in action in order to satisfy statute of frauds, 30 A.L.R. 1163; 59 A.L.R. 1422.    Oral contract to enter into written contract as within statute of frauds, 58 A.L.R. 1015.    Contracts relating to corporate stock as within provisions of statute of frauds dealing with sales of goods, etc., 59 A.L.R. 597.    Doctrine of part performance as sustaining action at law based on contract within statute of frauds, 59 A.L.R. 1305.    Necessity and sufficiency of statement in writing of consideration or price for sale of goods or choses in action in order to satisfy statute of frauds, 59 A.L.R. 1422.    Oral agreement between joint obligors as to extent of liability inter se, 65 A.L.R. 822.    Statute of frauds: sufficiency of identification of vendor or purchaser in memorandum, 70 A.L.R. 196.    Failure to comply with statute of frauds as to a part of a contract within the statute as affecting the enforceability of another part not covered by the statute, 71 A.L.R. 479.    Reformation of memorandum relied upon to take an oral contract out of the statute of frauds, 73 A.L.R. 99.    Extrinsic writing referred to in written agreement as part thereof for purposes of statute of frauds, 73 A.L.R. 1383.    Oral promise of officer, director, or stockholder in relation to bank deposit as within statute of frauds, 95 A.L.R. 1137.    Requirement of written contract as condition to mechanic's lien as affected by an oral modification, or a modification partly oral and partly written, of a written contract, or a subsequent modification in writing not registered or filed as required by statute, 108 A.L.R. 434.    Acceptance which will take oral sale or contract for sale of goods out of statute of frauds as affected by cancelation of order or repudiation of contract before goods were shipped or delivered to buyer, 113 A.L.R. 810.    Effect of statute of frauds upon the right to modify by subsequent parol agreement a written contract required by the statute to be in writing, 118 A.L.R. 1511.    Statute of frauds as applied to agreements of repurchase or repayment on sale of corporate stock or other personal property, 121 A.L.R. 312.    Provision in sale contract to effect that only conditions incorporated therein shall be binding, 127 A.L.R. 132; 133 A.L.R. 1360.    Terms "bags," "bales," "cars," or other terms indefinite as to quantity or weight, as satisfying statute of frauds, 129 A.L.R. 1230.    Statute of frauds as applicable to a contract to be responsible for another's funeral expenses, 134 A.L.R. 633.    Contract to fill in land as one for sale of goods within statute of frauds, 161 A.L.R. 1158.    Printed, stamped, or typewritten name as satisfying requirement of statute of frauds as regards signature, 171 A.L.R. 334.    Deposit in mail or notice of claim required as condition of action against, or liability of, governmental body, as a giving of notice within required period, 175 A.L.R. 299.   Memorandum which will satisfy statute of frauds, as predicable in whole or part upon writings prior to the oral agreement, 1 A.L.R.2d 841; 30 A.L.R.2d 972.   Undelivered lease or contract (other than for sale of land), or undelivered memorandum thereof, as satisfying statute of frauds, 12 A.L.R.2d 508.   Effect of attempted cancelation or erasure in memorandum otherwise sufficient to satisfy statute of frauds, 31 A.L.R.2d 1112.   Buyer's note as payment within contemplation of statute of frauds, 81 A.L.R.2d 1355.   Applicability of parol evidence rule in favor of or against one not a party to contract of release, 13 A.L.R.3d 313.   Construction and application of UCC § 2-201(3)(b) rendering contract of sale enforceable notwithstanding statute of frauds, to extent it is admitted in pleading, testimony, or otherwise in court, 88 A.L.R.3d 416.   Farmers as "merchants" within provisions of UCC Article 2, dealing with sales, 95 A.L.R.3d 484.   Construction and application of UCC § 2-201(3)(c) rendering contract of sale enforceable notwithstanding statute of frauds with respect to goods for which payment has been made and accepted or which have been received and accepted, 97 A.L.R.3d 908.   Promissory estoppel as basis for avoidance of UCC statute of frauds (UCC § 2-201), 29 A.L.R.4th 1006.   Sales: "specially manufactured goods" statute of frauds exception in UCC § 2-201(3)(a), 45 A.L.R.4th 1126.   Sales: construction of statute of frauds exception under UCC § 2-201(2) for confirmatory writing between merchants, 82 A.L.R.4th 709, 38 A.L.R.5th 191.   Satisfaction of statute of frauds by e-mail, 110 A.L.R.5th 277.   Applicability of UCC Article 2 to mixed contracts for sale of consumer goods and services, 1 A.L.R.7th 3.   Applicability of UCC Article 2 to mixed contracts for sale of goods and services: distributorship, franchise, and similar business contracts, 8 A.L.R.7th 4.   Applicability of UCC Article 2 to mixed contracts for sale of business goods and services: manufacturing, construction, and similar contracts, 15 A.L.R.7th 7.