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Diniz v. Heits Building Systems, Inc.

A-4554-04T2 (N.J. Super. App. Div. 2006) (Unpublished)

CONTRACTS—Where a party to a contract written in English does not read English, and gets an incomplete or misleading explanation of the document from the other contracting party, the contract can be voided by reason of the misrepresentations made in the explanation even if not on the basis that the party did not understand English.

A non-English speaking woman purchased a cleaning business franchise. The franchise documents were written in English and were presented to her. Because she spoke no English, the seller’s representatives explained the documents. The lower court found that the explanation was “incomplete and misleading.” It also determined that the buyer “received no benefit from the agreement.” Based on those findings, the lower court found a violation of the Consumer Fraud Act and ordered that the purchase funds be returned. The franchisor appealed, arguing that the lower court “afforded rights to [the buyer] that would not be available to an English-speaking litigant.” The Appellate Division disagreed, finding that such a characterization completely misstated the lower court’s opinion. It pointed out that the lower court had found that the buyer “was induced to sign the franchise agreement by virtue of misrepresentations of the contents of that agreement.” According to the Court, any buyer, English-speaking or one who did not speak English, “would be entitled to a return of funds deposited.”


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