Terms with respect to which the confirmatory memoranda of the parties agree or that are otherwise set forth in a record intended by the parties as a final expression of their agreement with respect to such terms as are included therein may not be contradicted by evidence of any prior agreement or of a contemporaneous oral agreement but may be explained or supplemented:

1. (a) by course of dealing or usage of trade or by course of performance; and

2. (b) by evidence of consistent additional terms unless the court finds the record to have been intended also as a complete and exclusive statement of the terms of the agreement.

   OFFICIAL COMMENTS

3. UCC Official Comments © by ALI & the NCCUSL. Reproduced with permission of the PEB for the UCC. All rights reserved.
4. Changes — In furtherance of medium neutrality, the references to a "writing" have been changed to refer to a "record."
5. Uniform Statutory Source. — Section 2-202 [55-2-202 NMSA 1978].
6. "Agreement". Section 1-201(3) [55-1-201 NMSA 1978].
7. "Course of dealing". Section 1-205 [55-1-205 NMSA 1978].
8. "Party". Section 1-201(29) [55-1-201 NMSA 1978].
9. "Term". Section 1-201(42) [55-1-201 NMSA 1978].
10. "Usage of trade". Section 1-205 [55-1-205 NMSA 1978].
11. "Writing". Section 1-201(46) [55-1-201 NMSA 1978].

History: 1978 Comp., § 55-2A-202, enacted by Laws 1992, ch. 114, § 18; 2023, ch. 142, § 16.

ANNOTATIONS

The 2023 amendment, effective January 1, 2024, in the section heading, deleted "written"; and substituted each occurrence of "writing" with "record" throughout the section.