New York Consolidated Laws

N.Y. Uniform Commercial Code Law § 2-202 (2026)

Final Written Expression: Parol or Extrinsic Evidence

✓ current as of May 2026
Find cases: SyfertCases citing this section NY-LEGnysenate.gov Justiaon Justia CornellLII Search CasesGoogle Scholar
* Section 2--202. Final Written Expression: Parol or Extrinsic Evidence.
  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 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 performance, course of dealing, or usage of trade
(Section 1--303); and
  (b) by evidence of consistent additional terms unless the court finds
the writing to have been intended also as a complete and exclusive
statement of the terms of the agreement.
  * NB Effective until June 3, 2026
* Section 2--202. Final Written Expression: Parol or Extrinsic Evidence.
  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 performance, course of dealing, or usage of trade
(Section 1--303); 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.
  * NB Effective June 3, 2026