merchant exception
merchant exception. Contracts. In a sale of goods, an exemption from the statute of frauds whereby a contract between merchants is enforceable if, within a reasonable time after they reach an oral agreement, a written confirmation of the terms is sent, to which the recipient does not object within ten days of receiving it. • The only effect of failing to object to the written confirmation is that the recipient will be precluded from relying on the statute of frauds — or the lack of a formal, written agreement — as a defense to a breach-of-contract claim. The party seeking to enforce an agreement must still prove that an agreement was reached. UCC § 2-201(2). [Cases: Frauds, Statute of 127.]
