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Case: Crabtree v. Elizabeth Arden Sales Corp.

Parties: Plaintiff - Crabtree (former employee of defendant)


Defendant - Elizabeth Arden (employer)

Procedural History: Trial court found against defendant, appellant court


affirmed, and defendant appeals.

Facts: Crabtree was seeking employment with defendant and specified that he
would only accept a position for $25k/year with a 3 year employment contract, due
to the risks he was taking accepting that position. Defendant offered him (written
as a memo, but unsigned) $20k first 6 mos., $25k 2nd 6 mos., and $30k after 1
year, with a 2 year employment contract. Crabtree accepted. He rec'd the payroll
increase from $20k to $25k, but did not receive the $30k increase at the end of
the 1st year. The payroll cards for Crabtree were signed and stamped by (1)
general manager, and (2) comptroller, and they noted the previously mentioned
salary increases. Crabtree informed the comptroller that he had a contract with
Miss Arden, and when it was attempted to be straightened out, Miss Arden refused
to approve the additional pay increase. Crabtree then left his employment and
commenced this action for breach of contract.

Issue: As the contract relied upon was not performed within a year, was
there a memorandum of its terms, subscribed by defendant, to satisfy the statute
of frauds?

Holding: The court affirmed a judgment in favor of plaintiff in a breach


of contract action related to an employment contract.

Rule:
The Statute of Frauds (Personal Property Law, 31) which states that an
agreement not to be performed within one year is void unless "some note or
memorandum thereof be in writing, and subscribed by the party to be charged."

Reasoning: The court held that an unsigned office memorandum, together


with two signed payroll cards, were sufficient under the statute of frauds, N.Y.
Pers. Prop. Law 31, to establish an employment contract with a tenure of two
years. All three documents referred on their face to the same transaction and the
terms under which plaintiff would be employed by defendant, and contained all of
the essential terms of the contract between the parties. The court therefore held
that the length of the contract could be established through reference to the
unsigned office memorandum without violating the statute of frauds.

Notes
Statute of frauds argues (defense) - theres no writing (memo wasn't signed)
Court adopts a subject matter test/transaction test - memo that states the 2
year contract wasn't signed.
But they have the payroll cards that refer to same thing.
Court says there is a sufficient connection between papers - b/c all papers
refer to same transaction

Parole evidence rule: don't go outside of the contract. Determinations


based on what is contained in the document. Rather not rely on oral testimony if
they don’t have to, but will if there is an ambiguity or disconnect.
Court talks about allowing the defendant to make oral testimony in this
particular case?
b/c they are not concerned about fraud in this context, so they would
allow it
Purpose is to make a connection between the writings
Not worried about fraud, b/c Arden's secretary created the document, it
seemed doubtful that the document was fraudly manufactured. Also, payroll cards
doubtful that it was fraud.
Writings generated on company forms (unlikely Crabtree can create these
himself)
Focusing on connection btwn docs, allowing testimony in making the
connections.
Can't use memo because it wasn't signed
Payroll cards don’t specify time
But by piecing it together, you have a contract, a writing.