Waverly Corp. v. Ringer, 64 N.Y.2d 820 (1985)

A plaintiff cannot circumvent the Statute of Frauds by re-characterizing a breach of contract claim as a tort claim when the underlying dispute concerns the terms of an oral agreement.

Summary

Waverly Corp. sued Ringer for, among other things, “misrepresentation through false labeling,” alleging that Ringer breached an oral contract by licensing Waverly’s design to third parties for use on products beyond what was initially agreed upon. The court held that this claim was an attempt to circumvent the Statute of Frauds because the core of the dispute was the interpretation of the oral contract. Allowing the tort claim would undermine the Statute of Frauds’ requirement of a written agreement to ensure reliable evidence of contract terms.

Facts

Waverly Corp. (plaintiff) claimed to have sold Ringer (defendant) the right to reproduce its design solely on fabric. Ringer allegedly breached this oral agreement by licensing the design to Sunweave Linen Corp. and Lord & Taylor for use on other products without authorization. Ringer allegedly directed Sunweave and Lord & Taylor to credit the design to