Promissory estoppel is an equitable theory of recovery that permits enforcement of a promise when one or more elements necessary to create an enforceable contract are missing. The elements of promissory estoppel are generally: (1) a promise; (2) foreseeability of reliance by the promisor; (3) substantial and reasonable reliance by the promisee to its detriment; and (4) enforcing the promise is necessary to avoid injustice.
In Minnesota, promissory estoppel serves as a legal remedy that allows a court to enforce a promise even when a formal contract does not exist or certain elements for a contract are lacking. The doctrine is based on the principle of fairness and seeks to prevent injustice that would result if the promise were not enforced. The elements required for promissory estoppel in Minnesota include: (1) a clear and definite promise, (2) the promisor's expectation or foreseeability that the promisee will rely on the promise, (3) actual reliance on the promise by the promisee in a way that is substantial and reasonable, and (4) a need to enforce the promise to avoid an injustice. If these elements are met, Minnesota courts may compel the promisor to fulfill their promise or provide compensation for the promisee's reliance. This doctrine is particularly relevant in situations where a formal contract is unenforceable due to technical deficiencies but where one party has taken action in reliance on a promise made by another.