KLAUZULA MERGER I JEJ ZNACZENIE
THE MERGER CLAUSE AND ITS SIGNIFICANCE

Summary/Abstract: As part of the increasing standardization of contracts, parties are increasingly choosing to include so-called boilerplate clause (formulaic provisions) in their contracts. However, the fact of borrowing these solutions from international trade or foreign legal systems leads to numerous doubts in the context of existing regulations of domestic law. This issue is perfectly illustrated by the merger (integrity) clause, by means of which contracting parties seek to separate the precontractual circumstances from the contract itself. On the basis of the Polish Civil Code, the disputed issue is primarily the impact of this clause on the effectiveness of pre-contractual representations and the interpretation of the contract itself. To date, the doctrine has not developed a unified position in this regard. In addition, this issue has not yet been sufficiently discerned in jurisprudential practice. Consequently, the purpose of this article is an attempt to determine the legal consequences that the merger clause produces against the background of the Polish Civil Code.

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