Mercantile Bank of Sydney v Taylor: Key Holding

Mercantile Bank of Sydney v Taylor

Mercantile Bank of Sydney v Taylor (1891) 12 LR (NSW) 252

In Mercantile Bank of Sydney v Taylor (1891) 12 LR (NSW) 252, the New South Wales Supreme Court, presided over by Justice Innes, dealt with the scope of the parol evidence rule.

The dispute arose from a written contract covering a financial arrangement.

The primary question was – Whether prior or simultaneous oral agreements that add to, contradict, or vary a written contract admissible in court?

Innes J stated as under:

“Where a contract is reduced into writing, and appears to be entire, it is presumed that the writing contains all the terms…and evidence will not be admitted of any previous or contemporaneous oral agreement which would have the effect of adding to or varying it in any way.”

Innes J ruled that extrinsic oral statements cannot override or expand the terms of a complete written contract.

The case laid critical foundation in Australian (and broader common law) contract law relating to how written contracts are interpreted.

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