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Summaries and analysis of recent Delaware court decisions concerning business-related litigation.
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Showing 4 posts in Fraud.
This decision explains when a fraud claim survives a motion to dismiss that is based on the argument that an integration clause in a contract precludes reliance on extra contractual representations. The short answer is that the contract must specifically deny reliance on those statements before the fraud claim is precluded.
One of the more often litigated questions in Delaware is whether an integration or anti-reliance clause in an agreement bars claims for fraud based on alleged misrepresentations outside of those in the contract itself. This decision harmonizes the extensive case law on that subject. It also is useful in deciding when the actual representations in the agreement are sufficient to support a claim of fraud.
This is an interesting decision because it explains: (1) when a fraud claim may be brought despite anti-reliance provisions in a contract and (2) when a fraud claim does not overlap and is thereby precluded by a contract claim based on similar facts. In each case, the inquiry is very fact specific.
This decision explains what needs to be alleged to state a fraud claim. More particularly, it is not enough to just generally allege that a defendant must have had knowledge of someone else’s false statement.