Contracts

During the survey period the appellate courts of Georgia reaffirmed the following general contract principles: The requisites of a sealed instrument are a recital in the instrument that it is under seal and a signature followed by a scroll or seal. An assignee of a non-negotiable chose in action takes subject to the equities existing between the assignor and obligor at the time of the assignment. The acceptance and cashing of a check given as a final audit on an unliquidated and disputed claim constitutes an accord and satisfaction. An agreement to pay a sum of money in settlement of a disputed claim is binding on the promisor even though the dispute if properly determined would have absolved the promisor from all liability.

A contract wherein a public officer is to make a profit from his office is illegal and when it appears that part of the consideration of a contract is so tainted a nonsuit is properly granted. A defense based on fraudulent misrepresentations will not be available to a party who had means readily at hand to determine the truth of the representations. The parol evidence rule does not prevent the establishing of an independent collateral oral contract, even though the consideration is found in the execution of the written contract, so long as the agreements are not inconsistent The primary guide in the interpretation of contracts is the intent of the parties and if that intent clearly appears it will prevail over technical rules of construction Rescission of an executory bilateral contract finds consideration in the mutual agreement of each party to give up his rights against the other, whereas a release requires outside consideration. The giving of a promissory note is not payment of an obligation unless the parties so agree.

Where the parties have reduced an agreement to writing the obligations of the parties must be found in the writing.