## Facts

- Bruce G. Shoemaker, an antiques dealer, offered to sell Peter B. Sundlun, an antiques broker, a “Thomas Mendenhall Cherry Tall Case Clock, Circa 1774.”
- Before contracting, the parties inspected the clock multiple times, and Shoemaker orally stated that the clock’s feet were original.
- The parties executed a written sale agreement on March 9, 1988, for $97,500.
- The contract warranted the clock’s “authenticity” and included a seller “guarantee” requiring Shoemaker to repurchase the clock (plus interest) if it was determined the clock was not “as described.”
- A horologist’s written report attached to the contract described the clock as made in 1773–1774 and noted only that “Ogee feet carry the case,” without expressly stating the feet were original.
- After the sale, the feet were discovered to be non-original, which both parties acknowledged substantially impaired the clock’s value.
- Sundlun demanded repurchase under the contract’s buy-back provision; Shoemaker refused, asserting the warranty was limited to the report’s description.
- Sundlun later resold the clock at auction for substantially less than the purchase price and sued for breach of contract and breach of warranty seeking the loss in value.

## Issues

1. Whether, under UCC § 2-202, the buyer could introduce parol evidence of the seller’s oral assurances (that the feet were original) to explain or supplement the written authenticity and “as described” terms.
2. Whether the jury’s verdict for the buyer was against the weight of the evidence, warranting JNOV or a new trial.

## Decision

- The Superior Court of Pennsylvania affirmed the denial of JNOV and a new trial.
- The court held the trial court properly admitted parol evidence because the writing was not shown to be a complete and exclusive statement and the oral assurances were consistent additional terms.
- The court held the verdict was not against the weight of the evidence; credibility and factual determinations were for the jury and did not “shock” the court’s sense of justice.

## Legal Principles

- A sale of goods is governed by UCC Article 2, including UCC § 2-202 (parol evidence).
- A final written expression may not be contradicted by prior or contemporaneous oral agreements, but it may be explained or supplemented by consistent additional terms unless the writing was intended as a complete and exclusive statement of the agreement.
- Absence of an integration clause and the contract’s general, non-exhaustive treatment of a subject may support finding that additional consistent terms are admissible.
- Broad terms such as “authenticity” and “as described” may be explained by oral assurances and commercial context where the assurances do not conflict with an explicit written limitation.
- Appellate review of a weight-of-the-evidence challenge is highly deferential; a verdict stands unless it is so contrary to the evidence that it shocks the sense of justice.

## Conclusion

The court upheld a jury verdict for the buyer, ruling that under the UCC the seller’s oral assurances about originality were admissible as consistent additional terms supplementing a non-integrated written warranty of authenticity, and that the evidence supported the jury’s finding of breach and resulting damages.


Sundlun v. Shoemaker, 421 Pa. Super. 353, 617 A.2d 1330 (Pa. Super. Ct. 1992)