TRANSAMMONIA v. ENRON CAPITAL TRADE RES

The parol evidence rule precludes defendant from relying on extrinsic evidence to establish that the subject swap contract was one of two interdependent components of a single contract, the other being a contract for the physical sale of the same amount of the same commodity by defendant's affiliate to plaintiff to which no reference is made in the fully integrated swap contract documents (see, Schonfeld v. Thompson, 243 A.D.2d 343; Inner City Telecommunications Network v. Sheridan Broadcasting Network, 260 A.D.2d 257). Nor can parol evidence avail defendant to establish that agreement on a physical sale was a condition precedent to the effectiveness of the swap contract (see, Fadex Foreign Trading Corp. v. Crown Steel Corp., 272 App. Div. 273, affd 297 N.Y. 903; Meadow Brook Natl. Bank v. Bzura, 20 A.D.2d 287), or that agreement on a physical sale constituted consideration for the swap contract (see, Haggerty Lumber Mill Work v. Thompson-Starrett Constr. Co., 22 A.D.2d 509).

THIS CONSTITUTES THE DECISION AND ORDER OF SUPREME COURT, APPELLATE DIVISION, FIRST DEPARTMENT.