Indiana Code
Ind. Code § 26-1-2-202 (2026)
Record intended as final expression of parties' agreement; parol or extrinsic evidence
✓ current as of May 2026
Sec. 202. Terms with respect to which the confirmatory memoranda of the parties agree or which are otherwise set forth in a record intended by the parties as a final expression of their agreement with respect to such terms as are included therein may not be contradicted by evidence of any prior agreement or of a contemporaneous oral agreement but may be explained or supplemented:
(a) by course of dealing or usage of trade (IC 26-1-1-205) or by course of performance (IC 26-1-1-205); and
(b) by evidence of consistent additional terms, unless the court finds the record to have been intended also as a complete and exclusive statement of the terms of the agreement.
Formerly: Acts 1963, c.317, s.2-202. As amended by P.L.152-1986, SEC.126; P.L.143-2007, SEC.9; P.L.199-2023, SEC.6.
Notes of Decisions
Cited in 9
cases (1 in the last 5 years), 1986–2024 · leading case: Travel Craft, Inc. v. Wilhelm Mende GmbH & Co., 552 N.E.2d 443 (Ind. 1990).
Travel Craft, Inc. v. Wilhelm Mende GmbH & Co., 552 N.E.2d 443 (Ind. 1990). “Ind.Code § 26-1-2-202 (West 1980), amended by Ind.”
Todd Heller, Inc. v. Indiana Dep't of Transp., 819 N.E.2d 140 (Ind. Ct. App. 2004). “I.C. § 26-1-2-202. "Usage of trade" is explained in Indiana Code § 26-1-1-205(2): A usage of trade is any practice or method of dealing having such regularity of observance in a place, vocation or trade as to justify an expectation that it will be observed with respect to the…”
Noble Roman's, Inc. v. Pizza Boxes, Inc., 835 N.E.2d 1094 (Ind. Ct. App. 2005). “Indiana Code Section 26-1-2-202 provides in relevant part: *1099 Terms with respect to which the confirmatory memoranda of the parties agree or which are otherwise set forth in a writing intended by the parties as a final expression of their agreement with respect to such terms…”
Wildwood Indus., Inc. v. Genuine Mach. Design, Inc., 587 F. Supp. 2d 1035 (N.D. Ind. 2008). “Ind.Code 26-1-2-202 prohibits use of prior or contemporaneous parol evidence to contradict the terms of a sales contract but does allow the contract to be explained or supplemented by course of dealing, usage of trade, course of performance, or sometimes consistent additional…”
Carpetland U.S.A. v. Payne, 536 N.E.2d 306 (Ind. Ct. App. 1989). “We are aware that this holding seemingly ignores the parol evidence provision of Indiana Code section 26-1-2-202 which reads as follows: "Sec.”
Pepsi-Cola Co. v. Steak 'N Shake, Inc., 981 F. Supp. 1149 (S.D. Ind. 1997). “One such guideline is the parol evidence rule, codified at Ind. Code § 26-1-2-202 , providing that: Terms with respect to which the confirmatory memoranda of the parties agree or which are otherwise set forth in a writing intended by the parties as a final expression of their…”
Coffing v. Burdick (In Re Burdick), 65 B.R. 105 (Bankr. N.D. Ind. 1986). “Indiana Code § 26-1-2-202 provides in part: Terms with respect to which the confirmatory memoranda of the parties agree or which are otherwise set forth in a writing intended by the parties as a final expression of their agreement with respect to such terms as are included…”
Polycon Indus. Inc v. R & B Plastics Mach., LLC (N.D. Ind. 2024). “, as incorporated by Ind. Code § 26-1-2-202 , to argue that the bottle specifications and sample bottles can be used to “explain[ ] and supplement[ ] the proposals and purchase orders by defining” the Parties’ understanding of the four different bottles.”
First Priority Emergency Vehs., Inc. v. Rev Ambulance Grp. Orlando, Inc. (D.N.J. 2019). “Voluminous case law from both Indiana and Minnesota confirms that modifications to a contract may be implied by the subsequent conduct of the parties and need not be in writing, even where so stipulated in the contract.”
— Ind. Code § 26-1-2-202(b) — 1 case
Travel Craft, Inc. v. Wilhelm Mende GmbH & Co., 552 N.E.2d 443 (Ind. 1990). “Ind.Code § 26-1-2-202 (West 1980), amended by Ind.”
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