Legislation
SECTION 2-A-202
Final Written Expression: Parol or Extrinsic Evidence
Uniform Commercial Code (UCC) CHAPTER 38, ARTICLE 2-A, PART 2
Section 2-A-202. Final Written Expression: Parol or Extrinsic Evidence.
Terms with respect to which the confirmatory memoranda of the parties
agree or which are otherwise set forth in a record intended by the
parties as a final expression of their agreement with respect to such
terms as are included therein may not be contradicted by evidence of any
prior agreement or of a contemporaneous oral agreement but may be
explained or supplemented:
(a) by course of dealing or usage of trade or by course of
performance; and
(b) by evidence of consistent additional terms unless the court
finds the record to have been intended also as a complete and
exclusive statement of the terms of the agreement.
Terms with respect to which the confirmatory memoranda of the parties
agree or which are otherwise set forth in a record intended by the
parties as a final expression of their agreement with respect to such
terms as are included therein may not be contradicted by evidence of any
prior agreement or of a contemporaneous oral agreement but may be
explained or supplemented:
(a) by course of dealing or usage of trade or by course of
performance; and
(b) by evidence of consistent additional terms unless the court
finds the record to have been intended also as a complete and
exclusive statement of the terms of the agreement.