LAW 506-002 – Contracts II

Restatement Second of Contracts § 213


Effect of Integrated Agreement on Prior Agreements (Parol Evidence Rule)

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  1. A binding integrated agreement discharges prior agreements to the extent that it is inconsistent with them.
  2. A binding completely integrated agreement discharges prior agreements to the extent that they are within its scope.
  3. An integrated agreement that is not binding or that is voidable and avoided does not discharge a prior agreement. But an integrated agreement, even though not binding, may be effective to render inoperative a term which would have been part of the agreement if it had not been integrated.