However evidence comes before the Board, once the matter is appealed to the district court or to this Court, both the Board and the Taxpayers are limited to the record developed before the Board. Midwest Processing Co. v. McHenry Cty. , 467 N.W.2d 895, 900 (N.D. 1991) (citing Evenson v. Hlebechuk , 305 N.W.2d 13, 16 (N.D. 1981) (the purpose of an appeal is for review; it is not an opportunity to develop different strategies and theories)). See alsoNat'l Sun Indus., Inc. v. Ransom Cty. , 474 N.W.2d 502, 506 (N.D. 1991) (taxing authorities are also bound by the record they make for appeal).
Midwest is bound on appeal to the record it made below. See Evenson v. Hlebechuk, 305 N.W.2d 13, 16 (N.D. 1981). We therefore decline to consider the district court's decision in National Sun.
Numerous cases hold that a negotiable instrument which is clear on its face cannot be altered by parol agreements or representations. See Evenson v. Hlebechuk (N.D. 1981), 305 N.W.2d 13; Daniell Motor Co. Inc. v. Northwest Bank (Tex.App. 1986), 713 S.W.2d 808. Instruction No. 1, given by the trial court, was proper because the instruments at issue were clear on their face. Upon demand by defendants, the Bank had an affirmative duty to pay that which they were obligated to pay.
The construction of a written contract to determine its legal effect is a question of law for the court to determine. Oakes Farming Association v. Martinson Bros., 318 N.W.2d 897 (N.D. 1982). Documents executed as part of the same transaction are to be construed together. Evenson v. Hlebechuk, 305 N.W.2d 13 (N.D. 1981). Whether or not a contract is ambiguous is a question of law. Section 9-07-04, N.D.C.C.; Oakes Farming Association v. Martinson Bros., supra. If the executed documents are unambiguous, parol evidence is not admissible to contradict the terms of the written agreement.
See, North Dakota Century Code ยงยง 9-01-10 through 9-01-16; E.E.E., Inc. v. Hanson, 318 N.W.2d 101 (N.D. 1982); Krueger v. Soreide, 246 N.W.2d 764 (N.D. 1976). A condition precedent is a condition which is to be performed before some right dependent thereon occurs or some act dependent thereon is performed. NDCC ยง 9-01-11; Evenson v. Hlebechuk, 305 N.W.2d 13 (N.D. 1981). In this case the purchase contract conditioned the Lindbergs' payment of the purchase price, which included the earnest money, upon Bishop Ryan's conveying the home in the same condition it was in when the contract was signed.
" As a general rule, parol evidence is not admissible to contradict the terms of a promissory note or other writing. See, Evenson v. Hlebechuk, 305 N.W.2d 13 (N.D. 1981). However, we construe Section 22-03-02, N.D.C.C., as the California courts have construed their similar statute, to provide a specific exception to the parol evidence rule by allowing extrinsic or parol evidence to show that although one appears to be a principal under a written instrument he is, in fact, only a surety.
Because of our holding, we do not find it necessary to consider whether delivery of the abstract under these circumstances was legally adequate. We do not agree. A condition precedent is a condition which is to be performed before some right dependent thereon accrues or some act dependent thereon is performed. Sec. 9-01-11, N.D.C.C.; Evenson v. Hlebechuk, 305 N.W.2d 13, 17 (N.D. 1981). Whether the doing of an act is a condition precedent depends on the intention of the parties as deduced from the whole instrument. 17 Am.Jur.2d, Contracts, ยง 321. We have concluded that the delivery of the abstract is not, under the terms of this earnest-money agreement, a condition precedent to the payment of the $10,000 earnest money.
[1] Although no reported Washington case construes RCW 62A.3-306(c), other jurisdictions hold that this section is a summary of pre-U.C.C. rules of contract law. See, e.g., Ventures, Inc. v. Jones, 101 Idaho 837, 623 P.2d 145, 149 (1981) (rule that a note delivered subject to a condition does not become enforceable until the condition is fulfilled, has continued application under the U.C.C.); Evenson v. Hlebechuk, 305 N.W.2d 13, 17 (N.D. 1981) (defense of nonfulfillment of a condition precedent to a promissory note applicable to post-U.C.C. cases). We agree, and therefore hold that the law regarding conditional delivery of a negotiable instrument is not modified by the U.C.C.