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Glikin v. Reiner

A-2088-96T1 (N.J. Super. App. Div. 1997) (Unpublished)

CONTRACTS; DEEDS—A seller’s contractual obligation to make repairs to a house was extinguished when a buyer accepts the deed without reservation.

Purchasers of a house sued the sellers claiming they failed to make agreed upon repairs. An inspection of the house revealed that some of the wood on the deck needed to be replaced, and a letter from the sellers’ attorney stated that the seller would make that repair. On the day of closing, the purchasers did a walk-through, but there had been a snowfall which partially obscured the deck. The portion of the deck visible through a covering of snow showed the wood had been replaced, so the purchasers assumed that all work required had all been done. No escrow was created at closing nor was there any notation in the closing statement or elsewhere that the sellers had an additional obligation to make repairs. The trial judge found that only a portion of the repairs had been made and awarded the purchasers $750.

The Appellate Division held that the sellers’ contractual obligation to make repairs was extinguished when the deed was delivered and accepted without reservation. Pursuant to the doctrine of merger, acceptance of a deed for land is deemed prima facie to constitute full execution of a contract to convey. No obligation arose by virtue of the “covenant as to grantor’s acts” contained in the deed, either. Existing case law puts the onus on the purchasers to raise any issues that might survive closing. Furthermore, purchasers had been given ample opportunity to make a complete inspection but chose not to do so. The Court stated that for purchasers to succeed with a fraud claim, they must show a material misrepresentation of fact, made with knowledge of its falsity, with the intention that the other party rely thereon, resulting in reliance by that party to its detriment. The Appellate Court affirmed the trial court’s finding that there was no intent to defraud the purchasers.


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