Parol Evidence Rule

Question 1

What is the parol evidence rule?

Answer 1

A writing intended by the parties to be the final written
expression of their agreement (i.e., totally integrated) may not be contradicted by prior or contemporaneous statements, agreements, negotiations (i.e., extrinsic evidence) whether oral or written.

Question 2

What is the second thing to look at in a parol evidence rule problem?

Answer 2

Was the K in writing as required by the PER?

Question 3

UCC Rules for integration?

Answer 3

1. Under the UCC, §2-202 assumes that writing is a
partial integration (i.e. final version of agreement as it relates to those terms, but not final for terms not included in writing – consistent additional terms will be allowed in) unless the judge determines that the writing was intended to be a complete and conclusive statement of all the terms of the contract (i.e. total integration where no additional terms will be allowed in).
2. The test here is whether the parties would have “certainly” included the term in the writing. If the answer is “yes”, the writing is deemed to be a total integration
3. In addition, note that whether the writing is deemed to be a partial or total integration, it may always be explained or supplemented by course of dealing, usage of trade or course of performance.