Okla. Stat. tit. 12A § 2-209

Current through Laws 2024, c. 453.

Section 2-209 - Modification, Rescission and Waiver

(1) An agreement modifying a contract within this article needs no consideration to be binding.

(2) A signed agreement which excludes modification or rescission except by a signed writing or other signed record cannot be otherwise modified or rescinded, but except as between merchants such a requirement on a form supplied by the merchant must be separately signed by the other party.

(3) The requirements of the statute of frauds section of this article (Section 2-201) must be satisfied if the contract as modified is within its provisions.

(4) Although an attempt at modification or rescission does not satisfy the requirements of subsection (2) or (3) it can operate as a waiver.

(5) A party who has made a waiver affecting an executory portion of the contract may retract the waiver by reasonable notification received by the other party that strict performance will be required of any term waived, unless the retraction would be unjust in view of a material change of position in reliance on the waiver.

Okla. Stat. tit. 12A, § 2-209

Amended by Laws 2024 , c. 13, s. 11, eff. 11/1/2024.

Laws 1961, p. 78, § 2-209.

Oklahoma Code Comment

(1) This changes previous Oklahoma law. Consideration has previously been necessary to make an agreement to modify a contract binding. State ex ref. West v. City of Sapulpa, 58 Okl. 550, 160 P. 489 (1916); Smith v. Minneapolis Threshing Mach. Co., 89 Okl. 156, 214 P. 178 (1923).

(2) This changes previous Oklahoma law. 15 O.S. § 237, which provides: "A contract in writing may be altered by a contract in writing, or by an executed oral agreement, and not otherwise.", is repealed by implication in so far as it is inconsistent with this provision. 12A O.S. § 10-102.

(3) Previous Oklahoma law is in accord. Price v. McDowell, 52 Okl. 608, 153 P. 649 (1915).

(4) This has not been clearly announced in previous Oklahoma decisions, but see Mitchell v. Spurrier Lumber Co., 31 Okl. 384, 124 P. 10 (1912); Campbell v. Faye, 145 Okl. 213, 292 P. 7 (1930).

(5) There are no Oklahoma decisions.