Today in class we discussed a scenario where two parties have a contract which stipulates that the contract is the sum total of the terms and cannot be modified unless in writing by both parties. We then said that this clause really isn't binding because the parties could simply orally agree to terminate the contract and start over.

What if the parties, for whatever reason, don't want to start over, they just want to keep the old contract but modify the term which stipulates that all modifications must be oral. Do they have to execute this last modification in writing under UCC 2-209(2)?

Jenn

-- Anonymous, November 16, 1998