Parol Admission Flashcards
Interpretation: Pro-evidence rule
Extrinsic evidence admissibility based on the rule
Background to Parol Evidence:
Default rule: evidence of prior statements leading up to a written K is admissible.
Assumption: Everything parties agreed to prior to signing is embodies in written in contract.
Evidentiary Role: Describes when such evidence is admissible
Value: integrity/weight to written word
CBI Capital LLC v. Mullen
Parol Evidence rule in action.
Abstract question:
Abstract rule:
Brief: Plaintiff relied upon an oral agreement by the defendant to fund the oil rig. The integrated contract said the funding terms were different.
Preference for the written word.
Courts prefer the written word because it is a more objective look into the assent of the parties.
Context to interpreting the integration of a contract.
Classic Rule (merger)
a) Plain meaning or four corners rule
b) Before PER, find ambiguous language.
c) No outside evidence
d) Merger clause dispositive
Modern Rule
a) ambiguity
b) outside evidence re: intent of integration
c) considerations: language, conduct, merger clasue
integration
is written contract intended to be the final expression
Partial or complete
a) is contract final but not complete
b) is the contract final and complete
Admissibility
a) is evidence contradictory or supplementary
Exceptions
a) do any exceptions apply
IPCAE
Framework for Parol
Evidence of integration
- Merger clause
- Amount of detail in writing
- Nature of writing
- Formalities observed in drafting/executing
- Type of transaction/business practices
- relationship of parties and past dealings
- Nature of parol evidence
Partial or complete integration
- Partial integration
a) final but not complete
b) consistent add’l terms are admissiable - Full/complete integration
a) final and complete
v. Consisten additional terms are not admissible
Admissibility
No integration: admit it all
partial integrationL only consistent additional terms.
Total integration: not admissible
Plain meaning rule: The courts probably won’t take any extrinsic evidence.
Integration clause says that this agreement states the complete terms of the transaction.
Betaco v. Cessna Aircraft
Brief facts: Plaintiff put down a deposit for an aircraft based on a correspondance. There was an integration clause. Plaintiff wants his money back.
Issue: Is the integration partial or complete?
Abstract rule: