WHEN THAT WAS?
{¶ 36} "A: I CAN'T RECALL THE EXACT DATE.
{¶ 37} "Q: OKAY. DID YOU AGONIZE OVER THE DECISION AS WHETHER TO TURN IT OVER TO THEM?
{¶ 38} "A: WELL, THIS REPRESENTED MY LIFE SAVINGS AND YES, I DID, BUT I DECIDED FOR THE GOOD OF THE COMPANY, THAT THEY WERE GONNA EXTEND THE LINE FOR A GOOD WHILE AND I FELT THAT I - THAT'S WHAT I WANTED TO DO.
{¶ 39} "Q: WHEN YOU MADE THE DECISION TO TURN YOUR STOCK OVER, PLEDGE IT TO FIFTH THIRD, WHAT WAS YOUR UNDERSTANDING OF HOW LONG THEY WOULD LEND MONEY TO YOU?
{¶ 40} "A: THEY WERE GONNA GO THROUGH OCTOBER, AND I HOPED EVEN FARTHER THAN THAT. I FELT IF WE GOT THAT FAR WE'D GET INTO HARVEST AND THEY'D STAY WITH US. BUT DEFINITELY THROUGH OCTOBER.
{¶ 41} "Q: OCTOBER, 2003?
{¶ 42} "A: YES."
{¶ 43} THE TRIAL COURT REJECTED FIFTH THIRD'S CONTENTION THAT THE ABOVE TESTIMONY WAS BARRED BY THE PAROL EVIDENCE RULE. AT THE OUTSET, THE COURT ACKNOWLEDGED THAT, STANDING ALONE, SHEPARD'S TESTIMONY INVOLVED MATTERS THAT WERE INTRINSIC TO THE TERMS OF THE SUBSEQUENT AGREEMENT AND ATTEMPTED TO VARY THE TERMS CONTAINED IN THE WRITTEN DOCUMENT. HOWEVER, IT NOTED THAT THE AFFIDAVIT OF BYRON SHEPARD INDICATED THAT THE LOAN DOCUMENTS WERE SIGNED AND THE BANK STOCK COLLATERAL WAS DEPOSITED BY BYRON SHEPARD IN RELIANCE ON THE REPRESENTATIONS THAT FIFTH THIRD WOULD PROVIDE NEW WRITTEN LOAN AGREEMENTS AFTER APRIL 1, THAT WOULD EXTEND THE LOAN UNTIL OCTOBER, 2003, AND, FURTHER, THAT HE HAD SIGNED THE SUBSEQUENT WRITTEN DOCUMENTS BASED ON THREATS THAT HIS STOCK WOULD BE SOLD IF HE DID NOT SIGN. THE COURT THEREFORE CONCLUDED THAT THE PAROL EVIDENCE RULE DID NOT BAR CONSIDERATION OF BYRON'S TESTIMONY AND AFFIDAVIT. IN ADDITION, IT CONCLUDED THAT THE AFFIDAVITS PRESENTED SUFFICIENT FACTS TO SUPPORT THE POTENTIALLY VALID DEFENSES OF FRAUD, BREACH OF ORAL CONTRACT, AND PROMISSORY ESTOPPEL.
{¶ 44} FIFTH THIRD ASSERTS THAT THE TRIAL COURT ERRED IN PERMITTING THIS EXTRINSIC EVIDENCE. IT STATES THAT, ACCORDING TO SHEPARD'S ALLEGATIONS, FIFTH THIRD ESSENTIALLY AGREED TO FUND SHEPARD GRAIN UNCONDITIONALLY THROUGH OCTOBER OF 2003. FIFTH THIRD ASSERTS THAT THIS EVIDENCE "IS PRECISELY THE EVIDENCE THAT THE PAROLE [SIC] EVIDENCE RULE BARS FROM INTRODUCTION TO PROTECT THE INTEGRITY OF WRITTEN AGREEMENTS." THE BANK FUTHER ARGUES THAT EXTRINSIC EVIDENCE OF FRAUD CANNOT BE INTRODUCED TO CONTRADICT AN INTEGRATED AGREEMENT IF THE ALLEGED MISREPRESENTATION CONTRADICTS THE WRITTEN CONTRACT.
{¶ 45} IN GALMISH V. CICCHINI, 90 OHIO St.3d 22, 2000-OHIO-7,734 N.E.2d 782, THE SUPREME COURT OF OHIO REITERATED THE SCOPE OF THE PAROL EVIDENCE RULE IN THE CONTEXT OF FRAUD IN THE INDUCEMENT:
{¶ 46} "[T]HE PAROL EVIDENCE RULE DOES NOT PROHIBIT A PARTY FROM INTRODUCING PAROL OR EXTRINSIC EVIDENCE FOR THE PURPOSE OF PROVING FRAUDULENT INDUCEMENT. * * * FRAUD CANNOT BE MERGED; HENCE THE DOCTRINE, WHICH IS MERELY ONLY ANOTHER FORM OF EXPRESSION OF THE PAROL-EVIDENCE RULE, THAT PRIOR NEGOTIATIONS AND CONVERSATIONS LEADING UP TO THE FORMATION OF