PJC Business

C ONTRACTS

PJC 101.9

In ERI Consulting and Hubacek , the parol evidence rule did not preclude the enforcement of oral agreements that resulted from the same negotiations as the written agreements and addressed related subjects but did not vary or contradict the parties’ obligations under the written contracts. By contrast, the rule barred enforcement of alleged oral agreements in Sacks and Transamerican Leasing Co. v. Three Bears, Inc. , 586 S.W.2d 472, 478 (Tex. 1979), because they were inconsistent with or altered fun damental terms of the written agreements. See Quintanilla , 573 S.W.3d at 247. UCC article 2 cases. Tex. Bus. & Com. Code §1.201(b)(3) (Tex. UCC) defines “agreement” and includes those factors that may be considered in determining the existence of an agreement. See also Tex. UCC § 1.303 (course of performance, course of dealing, and usage of trade), §2.202 (final written expression: parol evidence), § 2.204 (formation in general).

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