19. Contracts: Parol Evidence Rule Part 2: Ambiguity

Learn more about the Parol Evidence Rule according to the Restatement of Contracts. Script by Professors Debora Threedy and Terry Kogan, design by Aaron Dewald, University of Utah S.J. Quinney College (c) 2012

[@buenafreida7232]

Thank you very much! This will help me a lot.

[@erickleon5050]

yay!

[@heathladner6186]

So I'm confused on the ambiguity - At 7:39 UCC rejects ambiguity as a condition precedent... but at the end of the video you say the court will look to state law and determine if there is ambiguity... so which is it?

[@sarahclemens4823]

What the video states, from my understanding, is that if the contract is a UCC contract, and the parties disagree about the meaning of a term that can be explained by trade usage, course of performance, or course of dealing, such evidence is freely admitted. However, if the parties are attempting to rely on evidence other than those three exceptions - say for example, testimony that there was a prior conversation about how the use of the term "dog" in the contract would really be used to mean "cat" every time it appeared, then the judge will have to turn to state law to determine if that evidence is admissible. If the parties have previously used the term "dog" to refer to the term "cat" in prior contracts, well, then that would be admissible under course of dealing.

[@martahernandez6034]

Thanks