一、《美国统一商法典》中的反欺诈法案
反欺诈是英美法中对于合同形式方面的要求的根据。这一理论首先源自英国的《 1677年反欺诈行为法》,后被美国继受。如今,该法在英国早已被废除,而在美国仍发挥着作用。关于该法的作用,人们褒贬不一。决定货物买卖合同的《统一商法典》(UCC)规定了合同的形式要件要求,从而继承了反欺诈行为法中对于合同形式要件的要求。但是关于该法的作用及其适用存在诸多争议。
§ 2-201.Formal Requirements;Statute of Frauds.
(1)Except as otherwise provided in this section a contract for the sale of goods for the price of $ 500 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.
(2)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)against such party unless written notice of objection to its contents is given within 10 days after it is received.
(3)A contract which does not satisfy the requirements of subsection(1)but which is valid in other respects is enforceable
(a)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
(b)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
(c)with respect to goods for which payment has been made and accepted or which have been received and accepted(Sec.2-606).
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