This article hopes to accomplish three things. First, it will revisit the historical origins of the doctrine of promissory estoppel in the American law of contracts and the role that Samuel Williston, the Chief Reporter of the Restatement (First) of Contracts ("First Restatement") played in the evolution of the doctrine. The dominant theory is that Williston conceptualized the new promissory estoppel doctrine in a way that retarded and blunted the doctrine shortly after its birth. This theory is adhered to by both critics and proponents of the expansion of promissory estoppel as a ground of promissory obligation. According to both the critics and proponents, the Willistonian original formulation of section 90 in the First Restatement was meant to make sure that the new doctrine was limited in reach and growth potential.' While the critics of promissory estoppel praise Willistonian genius in the limiting formulation, the proponents of promissory estoppel assailhim for what they see as undue formalism in his comprehension of promissory obligations. In this article, I argue that not withstanding Williston's motivations, hopes, or original intent in structuring the principle of justifiable reliance in section 90 of the First Restatement, his solution facilitated the growth and evolution of promissory estoppel, not its limitation and restriction. I will demonstrate that by hoisting the new doctrine aimed at enforcing unbargained-for promises on to a concept of estoppel, Williston unwittingly liberalized estoppel and unshackled it from its previous restrictive doctrinal moorings. The result was bound to be the expansion-not constriction-of the possible range of factual scenarios covered by the new doctrine.
Joel M. Ngugi,
Promissory Estoppel: The Life History of An Ideal Legal Transplant,
U. Rich. L. Rev.
Available at: https://scholarship.richmond.edu/lawreview/vol41/iss2/5