Kevin P. Allen, left, and Zachary L. Gross, right, of Duane Morris. Courtesy photos Insulate Clients From Fraud Claims With Integration-Plus Contract Clauses
A contracting party defending against a fraudulent inducement claim will frequently invoke two related, yet distinct, defenses: the gist of the action doctrine and the parol evidence rule. The three recent Third Circuit cases cited above illustrate the importance of knowing the differences between the two concepts and conducting the proper analysis of their potential applicability.
February 29, 2024 at 10:00 AM
6 minute read
Under Pennsylvania law, fully integrated written contracts do not necessarily prevent an aggrieved party from successfully arguing that it was fraudulently induced into the contract by misrepresentations. If the contract at issue is fully integrated but lacks the "fraud-insulating" provisions needed to make it "integrated-plus," then neither the gist of the action doctrine nor the parol evidence rule will bar a fraud claim against the party that allegedly made the pre-contractual misrepresentations.
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