Also known as: partially integrate · partially integrates · partially integrating · partial integration · partially integrated contract
Written by attorneys · grounded in primary & secondary sources — see below
An integrated agreement other than a completely integrated agreement. The writing serves as the final expression of some but not all terms of the parties' deal.
Paula Pierce and Paragon Construction signed a two-page services agreement that covered payment schedules and deadlines but omitted any mention of site access rights discussed during talks. When Paragon later denied access, Paula offered evidence of the oral discussion. The court first determined under the preliminary inquiry that the writing was only partially integrated because it did not purport to cover every aspect of the arrangement.
Perry Pratt and Prism Analytics executed a licensing contract that detailed royalty rates and duration but left out a prior oral promise of technical support. When Prism refused support, Perry introduced the earlier discussion. Because the writing was only partially integrated, the court admitted the consistent additional term rather than excluding it as a contradiction.
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Pavel Petrov and Pacific Bank signed a loan document that set interest and repayment but omitted an oral side agreement on collateral release. Pavel sought to prove the side term. The court applied the definition that an agreement is partially integrated when it is final as to some terms yet not adopted as the complete and exclusive statement of the entire deal.
Phoebe Park and Platinum Partners entered a supply contract covering price and quantity but silent on delivery logistics mentioned orally. When a dispute arose, Phoebe offered the logistics discussion. The court ruled as a threshold matter that the writing was only partially integrated, allowing the evidence before reaching interpretation questions.
The court makes the determination as a preliminary question before interpreting the contract or applying the parol evidence rule. It examines the writing's detail, any merger clause, and the circumstances at signing to decide whether the parties adopted it as a complete and exclusive statement.
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Evidence of consistent additional terms is admissible to supplement the writing. Evidence that would contradict a term of the writing remains inadmissible.
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A merger clause is strong evidence of complete integration but is not conclusive by itself. The court still examines the writing's scope and the parties' intent to decide whether the document was meant to be the full and exclusive statement of their deal.
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