Yeah you don’t have to have a written contract in NY, here is what I found in the state law -
- An agreement, promise, undertaking or contract, which is valid in
other respects and is otherwise enforceable, is not void for lack of a
note, memorandum or other writing and is enforceable by way of action or
defense provided that such agreement, promise, undertaking or contract
is a qualified financial contract as defined in paragraph two of this
subdivision and (a) there is, as provided in paragraph three of this
subdivision, sufficient evidence to indicate that a contract has been
made, or (b) the parties thereto, by means of a prior or subsequent
written contract, have agreed to be bound by the terms of such qualified
financial contract from the time they reach agreement (by telephone, by
exchange of electronic messages, or otherwise) on those terms.
2. For purposes of this subdivision, a “qualified financial contract”
means an agreement as to which each party thereto is other than a
natural person and which is:
(a) for the purchase and sale of foreign exchange, foreign currency,
bullion, coin or precious metals on a forward, spot, next-day value or
other basis;
(b) a contract (other than a contract for the purchase and sale of a
commodity for future delivery on, or subject to the rules of, a contract
market or board of trade) for the purchase, sale or transfer of any commodity or any similar good, article, service, right, or interest which is presently or in the future becomes the subject of dealing in the forward contract trade, or any product or byproduct thereof, with a maturity date more than two days after the date the contract is entered into; (c) for the purchase and sale of currency, or interbank deposits denominated in United States dollars; (d) for a currency option, currency swap or cross-currency rate swap; (e) for a commodity swap or a commodity option (other than an option contract traded on, or subject to the rules of a contract market or board of trade); (f) for a rate swap, basis swap, forward rate transaction, or an interest rate option; (g) for a security-index swap or option or a security (or securities) price swap or option; (h) an agreement which involves any other similar transaction relating to a price or index (including, without limitation, any transaction or agreement involving any combination of the foregoing, any cap, floor, collar or similar transaction with respect to a rate, commodity price, commodity index, security (or securities) price, security-index or other price index); (i) for the assignment, sale, trade, participation or exchange of indebtedness or claims relating thereto arising in the course of the claimant’s business or profession (including but not limited to commercial and/or bank loans, choses in action arising under or in connection with loan agreements and private notes, and including forward sales), but only to the extent that such indebtedness or obligation was not incurred by a natural person primarily for personal, family or household purposes; or (j) an option with respect to any of the foregoing.
3. There is sufficient evidence that a contract has been made if:
(a) There is evidence of electronic communication (including, without limitation, the recording of a telephone call or the tangible written text produced by computer retrieval), admissible in evidence under the laws of this state, sufficient to indicate that in such communication a contract was made between the parties;
(b) A confirmation in writing sufficient to indicate that a contract has been made between the parties and sufficient against the sender is received by the party against whom enforcement is sought no later than the fifth business day after such contract is made (or such other period of time as the parties may agree in writing) and the sender does not receive, on or before the third business day after such receipt (or such other period of time as the parties may agree in writing), written objection to a material term of the confirmation; for purposes of this subparagraph, a confirmation or an objection thereto is received at the time there has been actual receipt by an individual responsible for the transaction or, if earlier, at the time there has been constructive receipt which is the time actual receipt by such an individual would have occurred if the receiving party, as an organization, has exercised reasonable diligence; and a “business day” for the purposes of this subparagraph is a day on which both parties are open and transacting business of the kind involved in that qualified financial contract which is the subject of the confirmation;
(c) The party against whom enforcement is sought admits in its pleading, testimony or otherwise in court that a contract was made; or
(d) There is a note, memorandum or other writing sufficient to indicate that a contract has been made, signed by the party against whom enforcement is sought or by its authorized agent or broker. For purposes of this paragraph evidence of an electronic communication indicating the making therein of a contract or a confirmation, admission, note, memorandum or writing is not insufficient because it omits or incorrectly states one or more material terms agreed upon, so long as such evidence provides a reasonable basis for concluding that a contract was made.
