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12 Cards in this Set
- Front
- Back
Parol Evidence Question 1
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Is the K wrtten?
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Parol Evidence Question 2
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Is the K totally or partially integrated?
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How do you tell whether or not the writing is a partial or totally integrated K? None are the majority.
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1. The four corners test (in decline)
2. The Williston Test (integration clause) 3. Corbin Test (Subjective) |
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Four Corners Test
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1. The judge looks at the written K and determines if it is fully integrated or not.
2. The presence of a merger clause. |
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The WIlliston Test
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A merger clause is conclusive unless:
1. Unless the document is obviously incomplete or is the result of fraud or a mistake. 2. If there is no merger clause, look to the writing. If the writing is obviously incomplete then it's a partial integration. 3. If it's a term that the parties naturally would have agreed to, would it naturally have been a side deal or naturally included in the K? |
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Corbin Test
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Whether the parties actually intended their K to be a complete integration. look at all of the subjective factors...parol evidence.
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Esbensen (Fully Integrated K)
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If a writing is intended as a complete and exclusive statement of the terms of the agreement the K is fully integrated. (Esbensen)
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Hayter
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When only part of the agreement is integrated parol evidence cannot be admitted to the integrated part of the K. (Hayter)
Parol evidence cannot be admitted to show intention if a K is totally integrated and unambiguous. (Hayter) Parol evidence is always admissible to prove a meaning to which an ambiguous K is reasonably susceptible. (Hayter) |
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Bionghi
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Parol Evidence may be introduced to prove a term is ambiguous. (Bioghi)
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Hayter (Partially integrated K)
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In a partially integrated K consistent terms may be introduced. (Hayter)
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Esbensen
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Parol evidence may not be offered to contradict the terms of a partially integrated writing. (Esbensen)
Consistent oral understanding is only barred if it would naturally been included in a partially integrated K. (Esbensen) |
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Overall
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If a term naturally would have been in the agreement leave it out, if the term is naturally inferred bring it in.
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