Iowa Code » Chapter 554 — UNIFORM COMMERCIAL CODE
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Iowa Code § 554.2202 (2026)

Final expression — parol or extrinsic evidence

✓ Iowa Code 2026 (laws through the 2025 session)
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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:

1. by course of performance, course of dealing, or usage of trade (section 554.1303); and

2. 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. [C66, 71, 73, 75, 77, 79, 81, §554.2202] 2007 Acts, ch 41, §24; 2024 Acts, ch 1023, §18 Referred to in §554.2316, 554.2326, 715B.2 \n

Notes of Decisions
Cited in 18 cases (1 in the last 5 years), 1980–2024 · leading case: Bartlett Grain Co., LP v. Steven Carl Sheeder, 829 N.W.2d 18 (Iowa 2013).
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Bartlett Grain Co., LP v. Steven Carl Sheeder, 829 N.W.2d 18 (Iowa 2013). · cites it 10× “” Iowa Code § 554.2202 . Each of these documents contained an integration clause, which we have said is “one factor we take into account in determining whether an agreement is fully integrated.”
C-Thru Container Corp. v. Midland Mfg. Co., 533 N.W.2d 542 (Iowa 1995). · cites it 12× “Iowa Code § 554.2202 (1993) (emphasis added).”
Jason Cannon v. Bodensteiner Implement Co., 903 N.W.2d 322 (Iowa 2017). · cites it 4× “Iowa Code § 554.2202 . Furthermore, this court has stated, When the parties adopt a writing or writings as the final and complete expression of their agreement, the agreement is fully integrated.”
Ralph's Distrib. Co. v. Amf, Inc., 667 F.2d 670 (8th Cir. 1981). · cites it 2× “Iowa Code § 554.2202 ; White & Summers, Uniform Commercial Code, supra, § 2-10 at 86.”
Middletown Concrete Prods., Inc. v. Black Clawson Co., 802 F. Supp. 1135 (D. Del. 1992). · cites it 4× “Iowa Code Ann. § 554.2202 (West 1991). In determining the applicability of the parol evidence rule, a court must first determine whether there is an integrated 5 agreement.”
Cooper Distrib. Co. v. Amana Refrigeration, Inc., 63 F.3d 262 (3d Cir. 1995). “Under Iowa Code § 554.2202 , the express terms of the Agreement could not be contradicted by contrary course-of-dealing evidence.”
Grace Label, Inc. v. Kliff, 355 F. Supp. 2d 965 (S.D. Iowa 2005). · cites it 4× “Iowa Code § 554.2202 (a). “Course of dealing” is a defined term meaning “a sequence of previous conduct between the parties to a particular transaction which is fairly to be regarded as establishing a common basis of understanding for interpreting their expressions and other…”
L & L Builders Co. v. Mayer Associated Servs., Inc., 46 F. Supp. 2d 875 (N.D. Iowa 1999). · cites it 2× “, Iowa Code § 554.2202 . L & L is not seeking to enforce the lien waiver as an agreement including a waiver of Cummins South’s rights as against the bond.”
OKI Distrib., Inc. v. Amana Refrigeration, Inc., 850 F. Supp. 637 (S.D. Ohio 1994). “, 1 Iowa Code § 554.2202 . In this case, as noted above, there was an express integration clause contained in the written contract.”
BVS, Inc. v. CDW Direct, LLC, 936 F. Supp. 2d 1013 (N.D. Iowa 2013). · cites it 7× “See Iowa Code § 554.2202 . Iowa Code section 554.”
Ltd. Flying Club, Inc. v. Wood, 632 F.2d 51 (8th Cir. 1980). “Iowa Code § 554.2202 . The “as is”-“where is” clause was certainly not a “complete and exclusive statement of the terms of the agreement” between Eugene and Vining.”
David Bertram v. James Harberts, No. 16-0919 (Iowa Ct. App. July 19, 2017). · cites it 2× “” Iowa Code section 554.2202(1) (2014) allows the court, when reading a written contract between two parties, to consider the “usage of trade” to explain or supplement the written terms.”
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Iowa Code § 554.2202(1): 1 case
David Bertram v. James Harberts, No. 16-0919 (Iowa Ct. App. July 19, 2017). “” Iowa Code section 554.2202(1) (2014) allows the court, when reading a written contract between two parties, to consider the “usage of trade” to explain or supplement the written terms.”
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