Knott v. Racicot

For centuries under the Anglo-American common law, contracts executed under seal have conclusively been held to import consideration; the seal itself substitutes for the actual exchange of value between promisee and promisor. See, e.g., Schuster v. Baskin, 354 Mass. 137, 141 (1968). We are now asked to abolish the common-law presumption of consideration for option contracts3 executed under seal. At issue is the validity of a right of first refusal4 executed as a sealed contract between an owner of property and a tenant. The plaintiff, a potential buyer of the property, sought to invalidate…