A written contract is presumed to be the final and complete agreement of the parties for as long as it is found to be an integrated writing (e.g. not a mere draft). This being the case, the parol evidence rule will not allow any evidence to prove the contents of the contract other than the written document itself. It is the best evidence and the parties are not allowed to change the terms of the agreement or plead any extrinsic factors that serve to clarify the contents thereof if there is no ambiguity in the first place.
In simple terms, if what the parties have agreed upon is clear in the written document then the court will make its judgment based only upon such document and no none other. The only reason for the court to look into extrinsic evidence is if there is fraud, misrepresentation or ambiguity. None of these three are present in this case.
The allegation of Canopy that the deduction of expenses is part of the contract deserves no weight. The contract clearly stated the amount of the fees to be paid. It was an absolute obligation, not made to rely on any condition. Hence, it is clear that Canopy Group, Inc. has to pay $600,000 to Novell and has breached the contract for giving an amount less than the one stipulated.
There was a contract entered into between the National Collegiate Athletic Association (NCAA) and the colleges and universities. This contract would stipulate, among other things, the rules of eligibility and participation for student-athletes. Although Jeremy Bloom was not a party to the contract (considering that the contract was entered into long before he was in college), he was one of its intended third-party beneficiaries because the contract regulated the eligibility of student-athletes and their disqualifications. As such third-party beneficiary, Jeremy may sue on the contract.
Unfortunately, relief cannot be given to him in this case. The NCAA’s by-laws and rules are clear that student-athlete endorsements or media activities are prohibited. Jeremy’s argument that these media activities have no application because this is reserved for professional athletes but what Jeremy wanted was to continue these endorsements and. at the same time, play for his school. This is not allowed under the NCAA rules.
Frustration of purpose is a doctrine in contract law, which allows the parties to be discharged from their obligations when the principal purpose of the contract has been substantially frustrated without fault by a fortuitous event or occurrence and which makes the obligation impossible, illegal or grossly different from what was originally contemplated. This means that the present state or situation is not something that was foreseen by the contracting parties, otherwise they would not have entered into the contract.
In this case, the storm damaged the very object of the contract: the signaling system. The agreement between the parties was to share the costs in maintaining that system and did not contemplate having to build another one as a replacement. The storm frustrated the purpose because it obliterated the very object that was to be maintained. It was becoming too expensive to replace the old system and so the two companies could not agree to its replacement. When Norfolk went on to construct a new signaling system, it did so an individual party and not as a party to the contract. Under the frustration of purpose doctrine, both parties are discharged from any further obligations under the contract.