Masterson v. Sine

68 Cal. 2d 222 · California Supreme Court · 1968

Facts

Dallas and Rebecca Masterson conveyed a ranch to Medora and Lu Sine, reserving an option to repurchase. After Dallas's bankruptcy, his trustee and Rebecca sought to enforce the option. The trial court admitted extrinsic evidence to clarify the option's price terms but excluded evidence that the option was personal to the grantors and thus non-assignable.

Issue

Can extrinsic evidence be admitted to show that a repurchase option, silent on assignability in a deed, was intended by the parties to be personal and non-assignable, despite a legal presumption of assignability?

Holding

Yes. The trial court erred in excluding extrinsic evidence that the option was personal and non-assignable, as the deed was not a complete integration of the parties' agreement regarding assignability. The judgment was reversed.

Rule

The parol evidence rule does not bar extrinsic evidence of a collateral oral agreement if the writing is not a complete integration of the agreement, and the collateral agreement is one that "might naturally be made as a separate agreement" or would not "certainly have been included in the document." This applies even if the evidence rebuts a legal presumption.

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