integration clause (Maryland) · Go Syfert
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integration clause in Maryland

20 Maryland opinions name it 2 courts 1949–2025 2 in the last five years

The cases below were cited by Maryland courts in a sentence that names this issue. Sides come from how each citing opinion treated the case (Syfertize flag on that citation), so a case can appear on both: that is where the law is contested. A red or yellow chip is the case's own overall treatment.

Followed or applied (14)

CaseFollowedCited
Whitney, Exec. v. Halibutgreen
md · 1964 · cited in 2 Maryland opinions naming this issue, 1976–1988
2 sentences

1988See Whitney v. Halibut, 235 Md. 517, 527 , 202 A.2d 629, 633 (1964); Department of General Services v. Cherry Hill Sand & Gravel Co., Inc., 51 Md.App. 299 , 305, 443 A.2d 628 (1982); and 3 Corbin, Contracts, § 573 (revised 1960).

1988See Whitney v. Halibut, 235 Md. 517, 527 , 202 A.2d 629, 633 (1964); Department of General Services v. Cherry Hill Sand & Gravel Co., Inc., 51 Md.App. 299 , 305, 443 A.2d 628 (1982); and 3 Corbin, Contracts, § 573 (revised 1960).

22
Pumphrey v. Kehoegreen
md · 1971 · cited in 2 Maryland opinions naming this issue, 1971–2011
2 sentences

2011See, e.g., Pumphrey v. Kehoe, 261 Md. 496, 505 , 276 A.2d 194, 199 (1971) (an integration clause, “although not absolutely conclusive, is indicative of the intention of the parties to finalize their complete understanding in the written contract[.]”); Kasten Constr.

2011See, e.g., Pumphrey v. Kehoe, 261 Md. 496, 505 , 276 A.2d 194, 199 (1971) (an integration clause, “although not absolutely conclusive, is indicative of the intention of the parties to finalize their complete understanding in the written contract[.]”); Kasten Constr.

12
Shoreham Developers, Inc. v. Randolph Hills, Inc.green
md · 1967 · cited in 2 Maryland opinions naming this issue, 1971–1984
2 sentences

1971Spector, on the other hand, points out that we have, in a long line of cases culminating in Shoreham v. Randolph Hills, 248 Md. 267 , 235 A. 2d 735 (1967), recognized that an integration clause is not invariably conclusive, and that its reach may well be a matter of interpretation.

1971Spector, on the other hand, points out that we have, in a long line of cases culminating in Shoreham v. Randolph Hills, 248 Md. 267 , 235 A. 2d 735 (1967), recognized that an integration clause is not invariably conclusive, and that its reach may well be a matter of interpretation.

12
Rocks v. Brosiusgreen
md · 1966 · cited in 1 Maryland opinions naming this issue, 2025–2025
1 sentence

2025We also applied the principle that “[w]here several instruments are made a part of a single transaction they will all be read and construed together as evidencing the intention of the parties in regard to the single transaction.” Id. (quoting Rocks v. Brosius, 241 Md. 612, 637 (1966)).

11
Ford v. Antwerpen Motorcars Ltd.green
md · 2015 · cited in 1 Maryland opinions naming this issue, 2025–2025
2 sentences

2025In reaching that conclusion, we relied on the installment contract’s integration clause, which stated that “[t]his contract along with all other documents signed by you in connection with the purchase of this vehicle, comprise the entire agreement.” Id. at 479 (alteration in original) (emphasis omitted).

2025We also applied the principle that “[w]here several instruments are made a part of a single transaction they will all be read and construed together as evidencing the intention of the parties in regard to the single transaction.” Id. (quoting Rocks v. Brosius, 241 Md. 612, 637 (1966)).

11
Walther v. Sovereign Bankgreen
md · 2005 · cited in 1 Maryland opinions naming this issue, 2024–2024
1 sentence

2024Standard of Review An “order to compel arbitration constitutes a final and appealable judgment.” Walther v. Sovereign Bank, 386 Md. 412, 422 (2005).

11
Hovnanian Land Investment Group, LLC v. Annapolis Towne Centre at Parole, LLCgreen
md · 2011 · cited in 1 Maryland opinions naming this issue, 2018–2018
1 sentence

2018See id. (citations omitted).

11
Management Assistance, Inc. v. Computer Dimensions, Inc.green
gand · 1982 · cited in 1 Maryland opinions naming this issue, 2010–2010
1 sentence

2010Particularly cogent, relative to the facts before us in this appeal, is the court’s observation: We have here the case of “a party with the capacity and opportunity to read a written contract, who [has] execute[d] it, not under any emergency, and whose signature was not obtained by trick or artifice”; such a party, if the parol evidence rule is to retain vitality, “cannot later claim fraud in the inducement.” Id. (quoting Management Assistance, Inc. v. Computer Dimensions, Inc., 546 F.Supp. 666, 671-72 (N.D.Ga.1982), aff'd sub nom.

11
One-O-One Enterprises, Inc. v. Richard E. Carusogreen
cadc · 1988 · cited in 1 Maryland opinions naming this issue, 2010–2010
2 sentences

2010As noted in One-O-One Enterprises, Inc. v. Caruso, 848 F.2d 1283, 1287 (D.C.Cir.1988), “[o]n a matter of such large significance to the parties’ bargain, silence in a final agreement containing an integration clause — in the face of prior explicit representations — must be deemed an abandonment or excision of those earlier representations.” Central Truck cannot overcome the written instrument and, particularly, the integration clause by invoking the fraud-in-the-inducement exception to the parol evidence rule.

2010Affirming, the United States Court of Appeals, District of Columbia Circuit (Ruth Bader Ginsburg, J.) noted: “Were we to permit plaintiffs use of the defendants’ prior representations (and defendants’ nondisclosure of negotiations inconsistent with those representations) to defeat the clear words and purpose of the Final Agreement’s integration clause, ‘contracts would not be worth the paper on which they are written.’ ” One-O-One, 848 F.2d at 1287 (quoting Tonn v. Philco Corp., 241 A.2d 442, 445 (D.C.1968)).

11
Tonn v. Philco Corporationgreen
dc · 1968 · cited in 1 Maryland opinions naming this issue, 2010–2010
2 sentences

2010Affirming, the United States Court of Appeals, District of Columbia Circuit (Ruth Bader Ginsburg, J.) noted: “Were we to permit plaintiffs use of the defendants’ prior representations (and defendants’ nondisclosure of negotiations inconsistent with those representations) to defeat the clear words and purpose of the Final Agreement’s integration clause, ‘contracts would not be worth the paper on which they are written.’ ” One-O-One, 848 F.2d at 1287 (quoting Tonn v. Philco Corp., 241 A.2d 442, 445 (D.C.1968)).

2010Particularly cogent, relative to the facts before us in this appeal, is the court’s observation: We have here the case of “a party with the capacity and opportunity to read a written contract, who [has] execute[d] it, not under any emergency, and whose signature was not obtained by trick or artifice”; such a party, if the parol evidence rule is to retain vitality, “cannot later claim fraud in the inducement.” Id. (quoting Management Assistance, Inc. v. Computer Dimensions, Inc., 546 F.Supp. 666, 671-72 (N.D.Ga.1982), aff'd sub nom.

11
Formento v. Encanto Business Parkgreen
arizctapp · 1987 · cited in 1 Maryland opinions naming this issue, 2002–2002
2 sentences

2002As the court in Formento stated, “a seller should not be allowed to hide behind an integration clause to avoid the consequences of a misrepresentation, whether fraudulent or negligent.” Formento, 154 Ariz. at 499 , 744 P.2d at 26 . [9] Id. at 73 (emphasis added).

2002As the court in Formento stated, “a seller should not be allowed to hide behind an integration clause to avoid the consequences of a misrepresentation, whether fraudulent or negligent.” Formento, 154 Ariz. at 499 , 744 P.2d at 26 . [9] Id. at 73 (emphasis added).

11
Jackson v. Stategreen
nyappdiv · 1924 · cited in 1 Maryland opinions naming this issue, 1984–1984
2 sentences

1984If it could be, the implied covenant of good faith and fair dealing existing in every contract would cease to exist. ([Jackson v. State] 241 N.Y. 563 , 150 N.E. 556 (1925) (adopting the opinion of Hubbs, J., in Jackson v. State, 210 App.Div. 115 , 205 N.Y.S. 658, 661 (1924); compare Danann Realty Corp. v. Harris, 5 N.Y.2d 317 , 184 N.Y.2d 599 , 157 N.E.2d 597 (1959))” The trial court in the instant case, however, determined that paragraph eleven of the agreement was not an ordinary integration clause, but a specific provision dealing with the parties’ understanding which makes any discrepancy

1984If it could be, the implied covenant of good faith and fair dealing existing in every contract would cease to exist. ([Jackson v. State] 241 N.Y. 563 , 150 N.E. 556 (1925) (adopting the opinion of Hubbs, J., in Jackson v. State, 210 App.Div. 115 , 205 N.Y.S. 658, 661 (1924); compare Danann Realty Corp. v. Harris, 5 N.Y.2d 317 , 184 N.Y.2d 599 , 157 N.E.2d 597 (1959))” The trial court in the instant case, however, determined that paragraph eleven of the agreement was not an ordinary integration clause, but a specific provision dealing with the parties’ understanding which makes any discrepancy

11
Danann Realty Corp. v. Harrisgreen
ny · 1959 · cited in 1 Maryland opinions naming this issue, 1984–1984
2 sentences

1984If it could be, the implied covenant of good faith and fair dealing existing in every contract would cease to exist. ([Jackson v. State] 241 N.Y. 563 , 150 N.E. 556 (1925) (adopting the opinion of Hubbs, J., in Jackson v. State, 210 App.Div. 115 , 205 N.Y.S. 658, 661 (1924); compare Danann Realty Corp. v. Harris, 5 N.Y.2d 317 , 184 N.Y.2d 599 , 157 N.E.2d 597 (1959))” The trial court in the instant case, however, determined that paragraph eleven of the agreement was not an ordinary integration clause, but a specific provision dealing with the parties’ understanding which makes any discrepancy

1984If it could be, the implied covenant of good faith and fair dealing existing in every contract would cease to exist. ([Jackson v. State] 241 N.Y. 563 , 150 N.E. 556 (1925) (adopting the opinion of Hubbs, J., in Jackson v. State, 210 App.Div. 115 , 205 N.Y.S. 658, 661 (1924); compare Danann Realty Corp. v. Harris, 5 N.Y.2d 317 , 184 N.Y.2d 599 , 157 N.E.2d 597 (1959))” The trial court in the instant case, however, determined that paragraph eleven of the agreement was not an ordinary integration clause, but a specific provision dealing with the parties’ understanding which makes any discrepancy

11
Brooks v. Towson Realty, Inc.green
md · 1960 · cited in 1 Maryland opinions naming this issue, 1967–1967
11

Distinguished, questioned or overruled (0)

CaseNegativeCited
No negative-treatment citations attached to this issue in Maryland. Read the followed side critically anyway.

Also cited on this issue (22)

CaseCitedYears
Creamer v. Helferstay green
md · 1982
2 sentences

1984It must be noted that Creamer v. Helferstay, 294 Md. 107 , 448 A.2d 332 , supra, was decided after Martens and that the Court of Appeals unequivocally stated that the misrepresentation found by Judge Ross in the trial below was not actionable because it was in conflict with two provisions (“good faith settlement negotiations” and the integration clause) of the partial settlement agreement.

1984It must be noted that Creamer v. Helferstay, 294 Md. 107 , 448 A.2d 332 , supra, was decided after Martens and that the Court of Appeals unequivocally stated that the misrepresentation found by Judge Ross in the trial below was not actionable because it was in conflict with two provisions (“good faith settlement negotiations” and the integration clause) of the partial settlement agreement.

31984–2002
United States v. Reynos green
ca3 · 2012
2 sentences

2025Santander maintains that the integration clause language here is identical to that in Ford and Rota-McLarty v. Santander Consumer USA, Inc., 700 F.3d 690 (4th Cir. 2012), where both courts concluded that assignees could enforce arbitration provisions.

2024The Court addressed “whether Santander, as an assignee only to the RISC, which contains an integration clause providing that it is the complete agreement between the parties, and not the Buyer’s Order, which includes the arbitration language, could invoke arbitration.” Id. at 699 .

22024–2025
Fowler v. Benton green
md · 1962
2 sentences

2002As will be shown, the case of Fowler v. Benton, 229 Md. 571, 583 , 185 A.2d 344 (1962), demonstrates that the existence of an integration clause in a written contract, standing alone, does not bar a fraud count such as the one set forth in Count I.

2002As will be shown, the case of Fowler v. Benton, 229 Md. 571, 583 , 185 A.2d 344 (1962), demonstrates that the existence of an integration clause in a written contract, standing alone, does not bar a fraud count such as the one set forth in Count I.

21964–2002
Rinaudo v. Bloom green
md · 1956
2 sentences

1976See Whitney v. Halibut, 235 Md. 517 , 202 A.2d 629 (1964); Rinaudo v. Bloom, 209 Md. 1 , 120 A.2d 184 (1956).

1976See Whitney v. Halibut, 235 Md. 517 , 202 A. 2d 629 (1964); Rinaudo v. Bloom, 209 Md. 1 , 120 A. 2d 184 (1956).

21971–1976
Williams v. Warden of Maryland Penitentiary green
md · 2001
2 sentences

1976See Whitney v. Halibut, 235 Md. 517 , 202 A.2d 629 (1964); Rinaudo v. Bloom, 209 Md. 1 , 120 A.2d 184 (1956).

1976See Whitney v. Halibut, 235 Md. 517 , 202 A. 2d 629 (1964); Rinaudo v. Bloom, 209 Md. 1 , 120 A. 2d 184 (1956).

21971–1976
Markoff v. Kreiner green
md · 1941
2 sentences

1971Chertkof argues that both the parol evidence rule and the integration clause of the contract of purchase and sale make the testimony and letters inadmissible, relying principally on Pumphrey v. Kehoe, 261 Md. 496 , 276 A. 2d 194 (1971) and Markoff v. Kreiner, 180 Md. 150 , 23 A. 2d 19 (1941), which are authority for the proposition that parol evidence is inadmissible to vary or contradict the terms of a written instrument, particularly where the contract is one for the sale of land, or contains an integration clause.

1971Chertkof argues that both the parol evidence rule and the integration clause of the contract of purchase and sale make the testimony and letters inadmissible, relying principally on Pumphrey v. Kehoe, 261 Md. 496 , 276 A. 2d 194 (1971) and Markoff v. Kreiner, 180 Md. 150 , 23 A. 2d 19 (1941), which are authority for the proposition that parol evidence is inadmissible to vary or contradict the terms of a written instrument, particularly where the contract is one for the sale of land, or contains an integration clause.

21964–1971
Peters v. Early Healthcare Giver, Inc. green
md · 2014
2 sentences

2018The Grant of Partial Summary Judgment Turning to the merits of Appellants' fourth issue, Appellants suggest that the onus was on Ms. Kelly to persuade her employer on the requirements of the overtime wage laws because "[i]f [she] sought to tax her employer with penalties and costs for having resisted her legitimate claims in a manner that is not 'bona fide,' then she should have informed Appellants of those claims sufficiently to expose to a reasoning mind, actuated by good will, the fallacy of resistance." Thus, "because Ms. Kelly never gave Appellants the chance to correct what she had learn

2018The Grant of Partial Summary Judgment Turning to the merits of Appellants' fourth issue, Appellants suggest that the onus was on Ms. Kelly to persuade her employer on the requirements of the overtime wage laws because "[i]f [she] sought to tax her employer with penalties and costs for having resisted her legitimate claims in a manner that is not 'bona fide,' then she should have informed Appellants of those claims sufficiently to expose to a reasoning mind, actuated by good will, the fallacy of resistance." Thus, "because Ms. Kelly never gave Appellants the chance to correct what she had learn

12018–2018
Kasten Construction Co. v. Rod Enterprises, Inc. green
md · 1973
2 sentences

2011Co. v. Rod Enterprises, Inc., 268 Md. 318 , 301 A.2d 12 (1973) (courts generally should not look beyond the contract to evidence of prior statements or agreements, especially when contract contains integration clause).

2011Co. v. Rod Enterprises, Inc., 268 Md. 318 , 301 A.2d 12 (1973) (courts generally should not look beyond the contract to evidence of prior statements or agreements, especially when contract contains integration clause).

12011–2011
Langston v. Langston green
md · 2001
2 sentences

2010A contract is ambiguous “when it is susceptible to more than one interpretation when examined by a reasonably prudent person.” Langston, 366 Md. at 506 , 784 A.2d 1086 (citations and internal quotation marks deleted).

2010A contract is ambiguous “when it is susceptible to more than one interpretation when examined by a reasonably prudent person.” Langston, 366 Md. at 506 , 784 A.2d 1086 (citations and internal quotation marks deleted).

12010–2010
Maslow v. Vanguri green
md · 2006
1 sentence

2007Is a negotiated letter of intent that contains all essential and material terms of a proposed contract to be entered, supported by consideration, and executed by all parties an enforceable agreement under Maryland law?” Cochran v. Norkunas, 393 Md. 477 , 903 A.2d 416 (2006).

12007–2007
Hill v. Knapp green
md · 2006
1 sentence

2007Is a negotiated letter of intent that contains all essential and material terms of a proposed contract to be entered, supported by consideration, and executed by all parties an enforceable agreement under Maryland law?” Cochran v. Norkunas, 393 Md. 477 , 903 A.2d 416 (2006).

12007–2007
Goldsten v. Burka green
dc · 1945
1 sentence

1998Appellants rely on Goldsten v. Burka, 43 A.2d 712 (D.C.Mun.App. 1945), to defeat appellees' position on the effect of the integration clause in the contract of sale.

11998–1998
Saliba v. Arthur Fulmer Charlotte, Inc. neutral
md · 1970
2 sentences

1990More recently, in Foreman v. Melrod, 257 Md. 435, 442 , 263 A.2d 559 (1970) and Saliba v. Arthur F. Charlotte, Inc., 259 Md. 588, 593 , 270 A.2d 656 (1970), the Court declared it to be well settled “that the parol evidence rule does not prevent the introduction of parol evidence indicating that the written instrument was not to become effective as an instrument, until a prior condition or event had occurred.” The same result pertains even when there is an integration clause.

1990More recently, in Foreman v. Melrod, 257 Md. 435, 442 , 263 A.2d 559 (1970) and Saliba v. Arthur F. Charlotte, Inc., 259 Md. 588, 593 , 270 A.2d 656 (1970), the Court declared it to be well settled “that the parol evidence rule does not prevent the introduction of parol evidence indicating that the written instrument was not to become effective as an instrument, until a prior condition or event had occurred.” The same result pertains even when there is an integration clause.

11990–1990
Foreman v. Melrod Ex Rel. Krick of Maryland, Inc. green
md · 1970
2 sentences

1990More recently, in Foreman v. Melrod, 257 Md. 435, 442 , 263 A.2d 559 (1970) and Saliba v. Arthur F. Charlotte, Inc., 259 Md. 588, 593 , 270 A.2d 656 (1970), the Court declared it to be well settled “that the parol evidence rule does not prevent the introduction of parol evidence indicating that the written instrument was not to become effective as an instrument, until a prior condition or event had occurred.” The same result pertains even when there is an integration clause.

1990More recently, in Foreman v. Melrod, 257 Md. 435, 442 , 263 A.2d 559 (1970) and Saliba v. Arthur F. Charlotte, Inc., 259 Md. 588, 593 , 270 A.2d 656 (1970), the Court declared it to be well settled “that the parol evidence rule does not prevent the introduction of parol evidence indicating that the written instrument was not to become effective as an instrument, until a prior condition or event had occurred.” The same result pertains even when there is an integration clause.

11990–1990
Dep't of Gen. Serv. v. CHERRY HILL S & G CO. green
mdctspecapp · 1982
2 sentences

1988See Whitney v. Halibut, 235 Md. 517, 527 , 202 A.2d 629, 633 (1964); Department of General Services v. Cherry Hill Sand & Gravel Co., Inc., 51 Md.App. 299 , 305, 443 A.2d 628 (1982); and 3 Corbin, Contracts, § 573 (revised 1960).

1988See Whitney v. Halibut, 235 Md. 517, 527 , 202 A.2d 629, 633 (1964); Department of General Services v. Cherry Hill Sand & Gravel Co., Inc., 51 Md.App. 299 , 305, 443 A.2d 628 (1982); and 3 Corbin, Contracts, § 573 (revised 1960).

11988–1988
Meehan v. Emigrant Industrial Savings Bank green
ny · 1925
1 sentence

1984If it could be, the implied covenant of good faith and fair dealing existing in every contract would cease to exist. ([Jackson v. State] 241 N.Y. 563 , 150 N.E. 556 (1925) (adopting the opinion of Hubbs, J., in Jackson v. State, 210 App.Div. 115 , 205 N.Y.S. 658, 661 (1924); compare Danann Realty Corp. v. Harris, 5 N.Y.2d 317 , 184 N.Y.2d 599 , 157 N.E.2d 597 (1959))” The trial court in the instant case, however, determined that paragraph eleven of the agreement was not an ordinary integration clause, but a specific provision dealing with the parties’ understanding which makes any discrepancy

11984–1984
Jackson v. State green
ny · 1925
1 sentence

1984If it could be, the implied covenant of good faith and fair dealing existing in every contract would cease to exist. ([Jackson v. State] 241 N.Y. 563 , 150 N.E. 556 (1925) (adopting the opinion of Hubbs, J., in Jackson v. State, 210 App.Div. 115 , 205 N.Y.S. 658, 661 (1924); compare Danann Realty Corp. v. Harris, 5 N.Y.2d 317 , 184 N.Y.2d 599 , 157 N.E.2d 597 (1959))” The trial court in the instant case, however, determined that paragraph eleven of the agreement was not an ordinary integration clause, but a specific provision dealing with the parties’ understanding which makes any discrepancy

11984–1984
Coster v. Arrow Building & Loan Ass'n green
md · 1945
11964–1964
Ray v. Eurice green
md · 1952
11960–1960
Weber v. Crown Central Petroleum Corp. green
md · 1957
11960–1960
Rogan v. B. O.R.R. Co. green
md · 1947
11949–1949
McKeever v. Washington Heights Realty Corp. green
md · 1944
11949–1949

Where else courts name it

PA 102 (1974–2026) CA 93 (1951–2026) IL 59 (1981–2025) DE 50 (2003–2026) OH 42 (1995–2026) IN 37 (1986–2025) MI 35 (1998–2026) MA 31 (1979–2025) WA 28 (1969–2024) NY 26 (1982–2024) IA 21 (1981–2026) MD 20 (1949–2025) VA 20 (1964–2024) UT 20 (1988–2026) TX 20 (1992–2025) FL 15 (1959–2016) OR 15 (1978–2022) WI 11 (1943–2026) NC 10 (1991–2026) MN 9 (1961–2015) ME 8 (1985–2019) AL 8 (1985–2018) AZ 8 (1987–2026) DC 8 (1992–2025) SC 7 (1988–2011) CO 6 (1991–2025) NM 6 (1963–2024) MO 6 (1998–2023) TN 6 (2012–2026) NV 5 (1986–2021) MT 5 (1984–1994) GA 4 (2005–2023) NH 4 (1982–2006) NJ 4 (1990–2025) CT 4 (1997–2025) WY 4 (1978–2021) KS 4 (2006–2023) WV 2 (2010–2020) SD 2 (1959–2011) AK 2 (2003–2014) MS 2 (2000–2005)

Opinions by the citing court's state. A doctrine retained in one state and abandoned in another shows up here as a year span that stalls.

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