How many times has a CEO or another executive reached a deal “in-principle” with a non-U.S. company by telephone or over a lunch or dinner meeting? Mostly likely, the dealmaker walks away from the meeting thinking that the details could be ironed out later and the company would not be bound to an enforceable agreement until a written contract is signed. If no agreement is ever signed the company would face no potential liability. This concept—that agreements must be in writing to be enforceable—is known as the “statute of frauds” and is so well-entrenched in U.S. jurisprudence and business practice that it is widely assumed that no matter …
