FRAUD – MATERIAL FACTS – AGREEMENT OF SALE – CONTRACTS

Rudy v. Lesniak, 2025 Pa. Super. LEXIS 365 (August 7, 2025) Bender, P.J.E.
Judges: BEFORE: BOWES, J., OLSON, J., and BENDER, P.J.E. OPINION BY BENDER, P.J.E.
This case discusses in some detail material facts sufficient to support fraud in the inducement as opposed to accident or mistake. The court also discusses permitting a fraud in the inducement claim to survive with the claim that is based solely on the allegations of prior and contemporaneous oral representations that were not incorporated into the parties fully integrated agreement of sale. The parol evidence rule will permit evidence to show that there had been fraud.
Fraud in the Execution: It discussed along with how that interfaces with the parol evidence rule.
• When Fraud in the Execution is alleged, representations made prior to contract formation are not considered superseded and disclaimed by a fully integrated written agreement.
• The trial court properly considered Appellant’s alleged representations regarding the work when deciding the preliminary objection to this claim.
• We agree with the trial court that Appellees established a Prima Facie claim of fraud in the execution.
• Superior Court finds no error or abuse of discretion in the trial court’s determination that Appellees pleaded fraud in the execution with sufficient particularity to allow Appellant to prepare a defense and to convince the court that such averments are not merely subterfuge.
• Evidence of Appellant’s misrepresentations concerning the condition of the floor, pertaining to the defects in the floor is admissible at trial.
• Appellant’s representation regarding the re-tipping work to be provided and whether the appropriate permits were in place do not involve latent defects in the property and therefore do not fall within the real estate inspection exception.
• As such Appellant’s representation pertaining to the re-tipping work and permit statuses barred by the parol evidence rule.
• Appellees have however stated a claim for fraudulent inducement based on the alleged misrepresentation concerning the latent defects in the building, for example the roof and floor. Thus, it would not be appropriate to grant a demurrer on this claim.
• The Superior Court affirmed the order overruling the preliminary objections pertaining to Appellee’s fraud in the execution and fraud in the inducement claims.