Contract status: executed and executory, valid, void, voidable, and unenforceable

Two questions, two classifications

A contract's status answers two different questions: how much performance remains, and what legal effect the agreement has. A valid contract can still be executory. Do not treat all six terms as mutually exclusive.

Performance: executory or executed

An executory contract still has promised performance outstanding. A buyer and seller may have signed a purchase agreement, but if payment and delivery of the deed remain due, the agreement is executory. Partial performance does not make it fully executed.

An executed contract, in this performance classification, has been fully performed by all parties. Signing is also sometimes called executing a document. Read the context: a signed agreement is not necessarily a fully performed agreement.

Legal effect

A valid contract meets the requirements for formation, including competent parties, mutual assent, consideration, and a lawful purpose. Valid does not mean completed.

A void agreement has no legal effect as a contract from the outset. An agreement whose purpose is an illegal transaction illustrates this category. Later willingness to perform does not ratify that illegal bargain.

A voidable contract is operative unless the party with the legal right to avoid it exercises that right. Fraud inducing assent or a minor's contractual incapacity can create this right under the general rules. The protected party may be able to disaffirm or ratify; the other party does not gain an equal escape right.

An unenforceable agreement may otherwise satisfy formation requirements, but a legal barrier prevents judicial enforcement. A required writing is a familiar example. Texas Business and Commerce Code section 26.01 requires a real estate sale agreement, or a memorandum of it, to be written and signed by the person against whom enforcement is sought or an authorized signer. Missing that required writing concerns enforcement, not an illegal purpose. Exceptions and remedies depend on the facts; exam questions normally supply the controlling assumptions.

Apply the distinction

Ask first whether performance remains. Then ask whether there is a formation defect, a protected party's avoidance right, or an enforcement barrier. A signed lawful purchase contract awaiting closing is valid and executory. A fraud-induced contract awaiting closing may be voidable and executory. A refusal to perform is a possible breach, not proof that the agreement was void.