Parol Evidence Rule
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A Parol Evidence Rule is a legal doctrine that prohibits the introduction of prior or contemporaneous external evidence to alter the terms of a written contract.
- Context:
- It can (often) provide exceptions where external evidence is allowed, such as in cases of fraud, duress, or when clarifying ambiguities in the contract.
- It can range from simple applications, like preventing the addition of terms not included in the written contract, to complex cases involving multiple exceptions based on jurisdictional variations.
- It can also be invoked to uphold the validity of written agreements in business transactions, ensuring that what is written in the contract is what is legally enforceable.
- ...
- Example(s):
- A situation where a buyer attempts to introduce evidence of a verbal agreement that contradicts a signed real estate contract. The court excludes the evidence under the parol evidence rule, maintaining the contract's written terms.
- An ambiguity in a sales contract about whether "dollars" refers to U.S. or Canadian currency allows the court to admit external evidence to clarify the term under an exception to the rule.
- ...
- Counter-Example(s):
- A Subsequent Agreement made after the contract was signed, which is not subject to the parol evidence rule and can be introduced as evidence to show a modification of the original contract
- A Verbal Agreement,
- Pre-Contract Negotiations.
- See: Contract Dispute, Contractual Term, Statute of Frauds, Merger Clause, Contract Law, Common Law, Contract Drafting, Contract Management, Collateral Contract Doctrine.
References
2024a
- (Wikipedia, 2024) ⇒ https://en.wikipedia.org/wiki/Parol_evidence_rule Retrieved:2024-8-25.
- The parol evidence rule is a rule in common law jurisdictions limiting the kinds of evidence parties to a contract dispute can introduce when trying to determine the specific terms of a contractand precluding parties who have reduced their agreement to a final written document from later introducing other evidence, such as the content of oral discussions from earlier in the negotiation process, as evidence of a different intent as to the terms of the contract.The rule provides that "extrinsic evidence is inadmissible to vary a written contract". The term "parol" derives from the Anglo-Norman French parol or parole, meaning "word of mouth" or "verbal", and in medieval times referred to oral pleadings in a court case. [1] The rule's origins lie in English contract law, but it has been adopted in other common law jurisdictions; however there are now some differences between application of the rule in different jurisdictions. For instance, in the US, a common misconception is that it is a rule of evidence (like the Federal Rules of Evidence), but that is not the case; [2] whereas in England it is indeed a rule of evidence. [3] [4] [5]
The supporting rationale for excluding the content of verbal agreements from written contracts is that since the contracting parties have agreed to reduce their contract to a single and final writing, extrinsic evidence of past agreements or terms should not be considered when interpreting that writing, as the parties ultimately decided to leave them out of the contract. In other words, one may not use evidence made prior to the written contract to contradict the writing.
- The parol evidence rule is a rule in common law jurisdictions limiting the kinds of evidence parties to a contract dispute can introduce when trying to determine the specific terms of a contractand precluding parties who have reduced their agreement to a final written document from later introducing other evidence, such as the content of oral discussions from earlier in the negotiation process, as evidence of a different intent as to the terms of the contract.The rule provides that "extrinsic evidence is inadmissible to vary a written contract". The term "parol" derives from the Anglo-Norman French parol or parole, meaning "word of mouth" or "verbal", and in medieval times referred to oral pleadings in a court case. [1] The rule's origins lie in English contract law, but it has been adopted in other common law jurisdictions; however there are now some differences between application of the rule in different jurisdictions. For instance, in the US, a common misconception is that it is a rule of evidence (like the Federal Rules of Evidence), but that is not the case; [2] whereas in England it is indeed a rule of evidence. [3] [4] [5]
- ↑ "Parol", Black's Law Dictionary, 10th ed. (2014).
- ↑ Casa Herrera, Inc. v. Beydoun, 32 Cal. 4th 336, 9 Cal. Rptr. 3d 97, 83 P.3d 497 (2004). This case reaffirmed that the parol evidence rule is a substantive rule of law and not a mere procedural or evidentiary defense, and then held on that basis that a dismissal of a case on the basis of the parol evidence rule is a favorable termination on the merits sufficient to support a subsequent action for malicious prosecution.
- ↑ Leduc v Ward
- ↑ Pym v Campbell [1856].
- ↑ Henderson v Arthur [1907] CA
2024b
- (ChatGPT-OpenAI, 2024) ⇒ Prompt: Summarize the concept Parol Evidence Rule in 1- 2 paragraphs. ChatGPT (model:gpt-4o). Retrieved: 2024-08-25.
- QUOTE: The Parol Evidence Rule is a principle in contract law that asserts that once parties have put their agreement into a written document, all previous oral or written negotiations, promises, and statements that were not included in the document are inadmissible in court to change, contradict, or add to the terms of the written contract. Essentially, the rule seeks to preserve the integrity of written agreements by preventing parties from attempting to modify the clear terms of a contract with extraneous evidence.
However, there are several exceptions to the Parol Evidence Rule. For instance, parol evidence may be admissible to clarify ambiguous terms, show that the written contract was not intended to be the complete and final agreement, or demonstrate that the contract is void or voidable due to reasons like fraud, duress, mistake, or illegality. Additionally, parol evidence can sometimes be allowed to show subsequent modifications to the contract, provided that such modifications are otherwise enforceable.
- QUOTE: The Parol Evidence Rule is a principle in contract law that asserts that once parties have put their agreement into a written document, all previous oral or written negotiations, promises, and statements that were not included in the document are inadmissible in court to change, contradict, or add to the terms of the written contract. Essentially, the rule seeks to preserve the integrity of written agreements by preventing parties from attempting to modify the clear terms of a contract with extraneous evidence.
2024c
- (LII Cornell Law School, 2024) ⇒ https://www.law.cornell.edu/wex/parol_evidence_rule Retrieved: 2024-08-25.
- QUOTE: In contract disputes, parol evidence is any agreement that is not contained within the written contract. Under the parol evidence rule, these agreements made outside of the contract are inadmissible in court unless there is evidence of fraud, duress, or a mutual mistake. The rationale behind the rule is to deter untruthful attacks on contracts.
2015
- (Legal Dictionary, 2015) ⇒ https://legaldictionary.net/parol-evidence-rule/ Last Updated: December 28, 2015.
- QUOTE: Parol evidence specifically refers to oral testimony given in court, though the term is most commonly used in the context of contract law, where it refers to extraneous or superfluous evidence, such as an oral or written agreement that was not part of the original contract. The parol evidence rule states that once a written agreement has been signed by all of the parties, it cannot be changed by an oral agreement, except when fraud or a serious mistake is involved.