Promise vs Contract

I learned early that a signature is not the finish line. In my experience, the moment came when a judge looked at a properly signed document and said, “This is not a contract.” It was a surprise, and a lesson: contract is a specialized word. Courts step in only when there is a contract to enforce, and only when someone has stopped going along voluntarily.

When courts step in

Courts enforce private agreements when at least one party will not perform without compulsion. In contract disputes, that usually means someone is not delivering on a promise. Friendly deals do not need a court. Enforcement exists for the hard cases, and the threshold question is whether the deal counts as a contract at all.

You may call it a Contract, but the court might not

It might even be titled 'Contract' and use the term many times. A signed page that lacks the elements of a contract is only paper. Some documents fail because the terms are too vague to perform. Others fail because the signer lacked capacity, the promise was clearly in jest, or the arrangement would require something illegal. To be enforceable, the agreement must satisfy the core elements.

The elements that make an agreement enforceable

• Offer and acceptance: A clear proposal and a clear yes, shown by words or conduct.
• Consideration: Each side gives or promises something of value, or puts something at stake. It is a two ‑way exchange, not a one ‑way favor.
• Intention and capacity: A real intention to be bound and to perform, not a joke or obvious puffery, and the legal capacity to commit.
• No vitiating factors: The bargain is not illegal and is not undone by duress, fraud, fundamental mistake, or similar defects.

Consideration is the piece most often missing. In everyday speech, people hear consideration and think courtesy. In contract law, it means exchange. Both parties must give value or take on a detriment in return for the other’s promise. Past kindness does not count. A promise to make a gift, standing alone, is usually not a contract, even if it is written and signed.

A counterexample and a fix

Suppose I write and sign: “If it rains tomorrow, I’ll give you $100.” The paper is fancy. The signature is clear. Still, there is no contract. It is a one ‑way promise. You give nothing in return and put nothing at risk. There is no consideration.

Change one fact and the analysis shifts. If you pay me $5 today for that right—“I promise to pay you $100 tomorrow if it rains, and you pay me $5 now for that promise”—we now have an exchange. You stake $5. I take on a conditional obligation. That is a bargain, functionally similar to a small binary option. The $5 is not payment for the weather; it is payment for my risk of paying $100 if the condition occurs.

This is an abstract example. Jurisdictions may impose other constraints or formalities for certain promises or instruments, or regulate wagering and derivatives differently. The point is not the weather. The point is that the missing element was consideration, and adding a real, two ‑way exchange cures the lack-of-consideration defect.

Bottom line

A contract contains promises, but not every promise is a contract. Signatures help, but enforceability flows from the elements: clear assent, an exchange of value, capacity, and legality. When you need a promise to hold under pressure, make sure there is a bargain to enforce, not just paper to admire.

All contracts have promises; not all promises are contracts