The use of the Trademarks licensed by the Promoter under this Agreement shall apply for the benefit of Acme. At this point, the law becomes highly technical and takes into account the wording of the “global agreement” clause, and considers this with the whole aspect of the contract, in order to determine whether the contract is “fully integrated” or simply “integrated”. If it is integrated but not fully integrated, it is permissible to rule on additional consistent terms – if a 10% discount is not contrary to what is stated in the contract, the buyer could try to convince the court or jury that the parties have accepted this discount for late delivery. The seller could say it`s, and no such agreement has been reached. But at least the buyer would have a chance to convince the court or jury otherwise. The integration clause really comes into play when a party says that there were discussions and agreements that did not find their way into the written contract, but were still part of the agreement. A typical integration clause says something like “this contract expresses the parties` full understanding of the transactions described here.” Therefore, if the contract contains such a clause and one of them later says that there was another aspect of the activity that was agreed but was not included in the contract (for example. B that the buyer would benefit from a discount of 10% per week of delay in case of late delivery), the other party will indicate and argue on the integration clause, that it prohibits any statement that such an additional agreement has ever existed, that is. the other party will point out that the “global agreement” clause states that the contract expresses the parties` full understanding of the subject matter of the contract, so that there can be no other important conditions that are not included in the written contract. By the way, (and this is a point that even some lawyers do not seem to understand), if the contract contains a keyword of the provision, which is simply ambiguous, the judge will still allow the parties to testify about what that term should mean.
That`s because the purpose of the law is to enforce the treaty, but if, by reading the contract, you just can`t say what that means, you need to get testimonies from the parties about what they tried to say. . . .