## Facts

- Frederick R. Connell, a highway patrolman, negotiated with Diamond T. Truck Co., Inc. to buy a used truck assembled by mounting one used body on another used chassis.
- Connell agreed to pay $245 plus trade in his old truck if the dealer performed the mounting; the dealer did so.
- Connell returned shortly thereafter, paid the balance, left his old truck, and took the assembled truck.
- The next day Connell decided the truck was unsuitable and returned it, demanding a refund; the dealer refused but allowed him to retake his old truck and leave the purchased truck.
- Connell testified the dealer’s general manager orally agreed he could try the truck for a week and, if unsatisfactory, return it for a refund; the manager denied making any such promise.
- The dealer produced a signed written sales contract that was absolute in form and contained an entire-agreement clause stating no verbal understandings existed outside the writing.

## Issues

1. Whether evidence of an alleged oral “one-week trial and refund” agreement is admissible when it conflicts with an integrated written sales contract containing an entire-agreement clause.
2. Whether the admissibility of such evidence depends on whether the alleged oral agreement was made before, contemporaneously with, or after execution of the written contract.
3. Whether the plaintiff’s recovery in assumpsit could stand where the verdict depended on the alleged oral term.

## Decision

- The court sustained the defendant’s exceptions to admission of the oral-agreement testimony and to denial of its dispositive motions.
- The parol evidence rule barred proof of any prior or contemporaneous oral agreement that varied the integrated, unconditional written contract.
- Although a later oral modification or rescission may be proved without violating the parol evidence rule, the record did not support treating the alleged “trial and refund” promise as an enforceable subsequent agreement.
- Judgment was ordered for the defendant, overturning the plaintiff’s verdict.

## Legal Principles

- Parol evidence is inadmissible to add to or vary a fully integrated written contract by showing inconsistent prior or contemporaneous oral terms.
- The parol evidence rule does not exclude proof of subsequent oral agreements because they operate, if valid, as later modifications or rescissions rather than as terms merged into the writing.
- An explicit entire-agreement clause is strong evidence the writing is integrated and that inconsistent extrinsic terms cannot be introduced to change an unconditional contract.

## Conclusion

The court held that an integrated written sales contract with an entire-agreement clause could not be altered by evidence of an inconsistent oral “trial and refund” arrangement allegedly made before or at the time of contracting; because the alleged promise could not be enforced as a later modification on the record presented, the plaintiff’s judgment was reversed and judgment entered for the defendant.


Connell v. Diamond T. Truck Co., 188 A. 463 (N.H. 1936)