Merger Clause
A contract statement that the written agreement supersedes all prior negotiations and understandings.
Plain English
A merger clause declares that the written contract absorbs and replaces everything the parties discussed or agreed to before signing. It 'merges' all prior negotiations into the final written document. This prevents one party from later claiming they were promised something different in an earlier conversation.
Example
A software license agreement includes a merger clause stating that the written license is the complete agreement and cancels any prior emails, quotes, or verbal promises about features or support. The customer cannot later claim the vendor promised free upgrades if that promise isn't in the written document.
Used in a sentence
“The merger clause eliminated any reliance on the sales representative's earlier verbal promises about product features.”
Related terms
This page is a plain-English reference and is not legal advice. Laws vary by jurisdiction and change over time. For specific situations consult a licensed attorney.