W at 117:17-22; see also id. A (The purchase price for the Property shall be Twelve Million, Two Hundred Thousand and no/100 Dollars ($12,200,000) assuming a yield of one hundred sixty-two (162) single family market rate semi-attached residential townhome fee simple footprint lots.).) (See id. And the best part of all, documents in their CrowdSourced Library are FREE! The proposed Seventh Amendment was not executed. Therefore, the Concert Defendants' motion for summary judgment is denied as to this argument. No. (See, e.g., Doc. NPT wrote, As a result of the identified changes, and in a mutual attempt to keep this deal alive, we both attended a meeting with representatives of the Seller [the September 7 meeting]. No. To change redemption bylaws, 100% of the resigned members waiting for refunds must agree to any changes. 100-5, Ex. (Doc. Last, the Court denied the motion to dismiss NPT's breach of contract claim against Ridgewood, which was based on Ridgewood's alleged violation of a confidentiality agreement. at 36:20-39. No. (Id. 101-2 at 14). (KARPF, ARI) (Entered: 12/31/2018). No. (Doc. No. No. 073823, 2008 WL 2502132, at *5-6 (E.D. A. 124-1 at 11-12. Id. at 45:23-47:2. On September 19, Nanula requested any and all details on the pending NVR deal for the South Course acreage. (Id.) They are not putting up any real capital at all here, and asked Cicero for his thoughts. No. This case was filed in U.S. District Courts, Florida (See Doc. Legal Name Concert Golf Partners, LLC. AA.) We are all-cash investors because we believe great clubs A.) NPT also argues the Concert Defendants had a duty to disclose under 551(2)(b). mctlawis a federally registered trademark. No. No. 100-5, Ex. 2015) (Under Pennsylvania law, if a party is able to prove breach of contract but can show no damages flowing from the breach, the party is entitled to recover nominal damages. On July 22, 2015, NPT and NVR entered into a Lot Purchase Agreement (LPA), which provided that NPT would sell the individual lots to NVR. However, in 2021, Meyer testified that in or around September 2016, Ridgewood made an informal offer for $5 million for the nine-hole Property. Scrape $2.5m here.').) at 35:19-36:9 (Q: [I]f you had known that Ridgewood and Concert, Concert Golf had cut a deal to work together, would it have changed your perspective on the offer that Concert Golf made? (Id. (Id. 100-21, Ex. 149-1 at 38; see also Doc. A does not disclose to B the fact that no highway is actually planned. No. A (Sent Glenn a proposal yesterday . No. No. ), On December 20, NPT sent Meyer a revised proposal to buy the Property. (Doc. at 99.) (Id. ), A few hours later, Nanula sent a follow up email, stating that CGP continue[d] to be intrigued here, with the caveat that we still have to get comfortable with the Club in the event that no real estate proceeds are ever realized (enviro, Town, intersection, buyers). The Court concludes there is not. 100-26, Ex. ), The agreed-upon Initial Capital Projects consisted of: renovating the men's and women's locker rooms so that they met a modern country club standard; improving the North Course bunker, cart path, greens, and drainage and removing trees; renovating the pool and pool area; and upgrading the HVAC infrastructure. According to Plotnick, Meyer told him the due diligence period was about to expire and PCC was not willing to extend the due diligence period again. 19 to Ex. Id. Why is this public record being published online? Judge removes the case from the June 2022 trial docket. Even more, this change came with no consent from resigned members waiting for their redemption. 38 to Ex. (Id. Ruling favors golf club in lawsuit filed by former members No. . It is clear that NPT believes it has been wronged. 149-1 at 83; see also Doc. This underscores the fact that Meyer and PCC understood CGP, a golf hospitality firm, would be working with a developer. (Doc. That is not what this Court held. the law ordinarily infers that damage ensued, and, in the absence of actual damages, the law vindicates that right by awarding nominal damages.' 100-5, Ex. Final Judgment entered in favor of PGCC and Concert Plantation. 5 to Ex. Sections 5.5(h) and 5.5(k) of the PSA provide (1) Concert Philmont LLC will cause to be completed, and pay the costs of completion of, the [Initial Capital Projects] currently estimated by the Parties to cost approximately FOUR MILLION AND NO/100 DOLLARS and (2) Concert Philmont LLC will cause to be completed, and pay the costs of completion of, the Phase II Capital Projects currently estimated by the parties to cost approximately FIVE MILLION AND NO/00 DOLLARS. (Doc. ' (Doc. 2020-03-13, U.S. District Courts | Civil Right | 14 to Ex. 100-15, Ex. No. ), Age Discrimination in Employment Act (ADEA) - 29 USC 621-634 (Id.) Restatement (Second) Torts 551(1) (One who fails to disclose to another a fact that he knows may justifiably induce the other to act or refrain from acting in a business transaction is subject to the same liability to the other as though he had represented the nonexistence of the matter that he has failed to disclose, if, but only if, he is under a duty to the other to exercise reasonable care to disclose the matter in question.). 100 28, Ex. Plotnick testified that at the time, Ridgewood was interested in potentially purchasing either the entire Club or just a portion of it for land development. 173)-notwithstanding the fact that he had told Ridgewood that he was ready to paper [their] deal the week prior (Doc. ), filed by JAMES STEVENS. Fraudulent concealment is characterized by deceptive acts or contrivances intended to hide information, mislead, avoid suspicion, or prevent further inquiry into a material matter. Gnagey Gas & Oil Co., 82 A.3d at 501 (quoting Colton, 231 F.3d at 898-99); see also Id. (Our proposal guarantees you all of the money that is currently at risk in the existing Center [sic] Golf offer.). Performance Rating Act - 5 USC 4303. Under Section 21 of their agreement of sale, NVR was given the option to assign the agreement to a third-party or terminate the agreement and simultaneously execute a substantially identical agreement of sale between PCC and a third-party. The new amount is a fraction of the refund resigned members are entitled to at the time of resignation. (Id.) See Toledo Mack Sales & Serv., Inc., 530 F.3d at 229; eToll, Inc., 811 A.2d at 14 (cleaned up); see also Bruno v. Erie Ins. (Doc. 149-1 at 37; Doc. 100-8, Ex. (Doc. No. We paid $18,000, then it went up to $21,000, then it went to $30,000, he said, referring to the value of his equity. . Although the dictionary gives as an example a party to the contract,' the Court does not consider that to be the universe of parties who can take part in a transaction. (quoting Black's Law Dictionary 1297 (10th ed. 116-14, Ex. No. We disagree. (Compare Doc. 100-26, Ex. A: Potentially . CONCERT GOLF PARTNERS waiver sent on 12/31/2018, answer due 3/1/2019; CONCERT PHILMONT, LLC waiver sent on 12/31/2018, answer due 3/1/2019. . As noted above, there is a difference between passive concealment, which involves mere nondisclosure or silence, and active concealment. Id. . 100-28, Ex. Servs. 2:19-CV-04540 | 2019-10-01, U.S. District Courts | Labor | . Co. v. Pittsburgh & W.Va. R.R. Q: Can you explain your answer, Mr. Meyer? ; see also Doc. 101-1 at 6 n.2, 17.) 116 at 26.) (Id. The Court concludes that no reasonable juror would find Ridgewood and CGP's relationship-and the profits they would garner from their separate and independent transaction-was material. is the critical determinative factor in determining whether the claim is truly one in tort, or for breach of contract); id. No. A: [I]f I knew that that was his intention . Under the agreement, PCC (the Assignor) agreed to assign NPT (the Assignee), NPT initiated this action against Defendants on October 1, 2019. He served 4 years of active duty service in the Army as a Judge Advocate with the rank of Captain. (Doc. 100-33, Ex. (Doc. No. Meyer immediately forwarded to Silverman, stating, Hot off the press. No. Pa. June 23, 2008); Youndt v. First Nat'l Bank of Port Allegany, 868 A.2d 539, 550 (Pa. Super. 22 to Ex. Approximately two-and-a-half years later, on September 18, 2019, as part of the settlement, NPT and PCC entered into a Limited Assignment of Claims Agreement. Nanula explained that Meyer wanted to explore how we could give the club 100% of all our real estate proceeds in 2-4 years when a deal happens. (Id.) W 54:10-54:22 (Q: [I]f you knew that Mr. Nanula was promising to spend $5 million . 116-19 (resignation emails); Doc. PCC's property included two 18-hole golf courses (the North Course and the South Course), which spanned approximately 296 acres of land. However, the amounts of the refunds are not discussed in the article. If PCC wanted to drive a harder bargain, it could have gotten an appraisal and tried to negotiate further and/or tried to attract other buyers. at 120:10-121:2 (I mean everything that they undertook required it to be redone or needs to be redone again . Mctlaw fights for you to get the correct refund amount from Plantation Golf and Country Club. Nanula's math show[ed] that with this division Ridgewood still makes 7-14x your invested capital in any reasonable scenario. (Id.) 149-1 at 124; Doc. Ultimately, NPT is upset that CGP may have gotten the better end of this business deal, which was based on real estate. 53 at 53 (Under Pennsylvania law, a duty to speak exists only in limited circumstances,' such as (1) when there is a fiduciary, or confidential, relationship between the parties'; (2) where one party is the only source of information to the other party or the problems are not discoverable by other reasonable means; (3) when disclosure is necessary to prevent an ambiguous or partial statement from being misleading'; (4) where subsequently acquired knowledge makes a previous representation false'; or (5) where the undisclosed fact is basic to the transaction. Underground Storage Tank Indemnification Fund, 82 A.3d 485, 501 (Pa. Cmw. (Doc. (Id. Benjamin Christian practices in the Firms appellate law group. 100-2 at 23-24; Doc. CC (describing CGP as a boutique private club owneroperator). Therefore, I am respectfully requesting for you to determine which course of action you like us to proceed [sic][.]).) 100-28, Ex. No. 100-43, Ex. a fact that he knows may justifiably induce the other to act or refrain from acting in a business transaction . The Court found that the fraud, antitrust, and civil conspiracy claims NPT asserted as assignee did not arise out of the PSA and, therefore, were not barred by the Limited Assignment of Claims between NPT and PCC. Defendants moved to dismiss the Complaint (see Doc. F at 9:4-7 (Nanula's testimony that CGP is a private club hospitality firm); id. W at 111:3-9, 111:15-18.) 2:22-CV-00328 | 2022-01-26, U.S. District Courts | Civil Right | The lawsuit said Sylvia Coleman was unfairly fired from her job as a detention officer in 2018, just days after she was offered the position. ), Two days after the Club visit, on September 29, Ridgewood and PCC executed a confidentiality agreement to facilitate the sharing of information, pursuant to which Ridgewood agreed to not disclose or disseminate PCC's proprietary, non-public information. (Doc. See Restatement (Second) of Torts 551, comment l (In general, the cases in which the rule stated in Clause (e) has been applied have been those in which the advantage taken of the plaintiff's ignorance is so shocking to the ethical sense of the community, and is so extreme and unfair, as to amount to a form of swindling, in which the plaintiff is led by appearances into a bargain that is a trap, of whose essence and substance he is unaware . at 27 (At this stage in the litigation, the Court is not persuaded by Defendants' contention that the fraud claims arise under the PSA. If you would like the costs split 50/50, we would request a 50/50 profit split as well[.]).) NPT must set forth more than a mere scintilla of evidence to survive summary judgment, and it has not. K.), NPT cites an unsigned Third Amendment to the LPA, which was circulated on September 26, to support its assertion that NPT and NVR eventually did come to an understanding. (See Doc. 53 at 26-30; see also id. 100-5, Ex. Nanula reasoned that CGP would get a little more of the total proceeds because (1) we have to deal with member pressures and capex vagaries 3-5 years down the road, and (2) we upfronted the capital to buy all 300+ acres of land so that Ridgewood does not have to do this. (Id.) But the only relevant question here is what facts PCC-not NPT-would have considered basic to the transaction. (explaining that concealment involves the hiding of a material fact with the attained object of creating or continuing a false impression as to that fact). Metropolitan and NPT were at times referred to interchangeably in the record. Nanula testified that, at that time, he did not know that Ridgewood had discussions with PCC about a potential deal. See id. 149-1 at 37.) No. (See, e.g., 123-5, Ex. 100-5, Ex. (See Doc. (Doc. See Gnagey Gas & Oil Co., 82 A.3d at 501-02 (explaining difference between passive concealment and mere silence versus active concealment and suppression of the truth). Q.) Co., 106 A.3d 48, 68 (Pa. 2014) (explaining that the nature of the duty alleged to have been breached . at 30. See Wen, 117 F.Supp.3d at 683. 100-28, Ex. ), F. PCC Engages in Separate Discussions with NPT, Ridgewood, and CGP About Selling the Property and/or Philmont Club, After NPT terminated the AOS on September 26, PCC had separate discussions with NPT, Ridgewood, and CGP about potential deals. a deal that Concert was going to cut for Ridgewood, Meyer testified that in [his] capacity as president, if the financial arrangement of the deal was going to be as stipulated, [he didn't] know that anything else would have changed our mind in that regard. (Doc. (See id. (KARPF, ARI) (Entered: 01/14/2019), Docket(#2) NOTICE of Appearance by DAVID KORSEN on behalf of JAMES STEVENS (KORSEN, DAVID) (Entered: 01/07/2019), DocketDEMAND for Trial by Jury by JAMES STEVENS. 100-32, Ex. (Compare Id. 100-22, Ex. 35 to Ex. in order to deal with member capex obligations, which could go higher than the $5-6m, and last, splitting the remainder of the proceeds 60-40 (60% CGP, 40% Ridgewood). 100-5, Ex. Undoubtedly, the record shows that Nanula and CGP were heavily involved in the negotiations for the transaction. We disagree. (emphasis added). On November 30, 2016, after learning that CGP had an interest in acquiring Philmont Club, Marty Stallone, an Executive Vice President at Metropolitan, sent Nanula the AOS between NPT and PCC, along with the Eighth Amendment. (ii) to honor its commitment to retain 9 holes of the South Course (or to at least offer an acceptable alternative in light of its refusal to comply with the terms of our Agreement of Sale regarding the South Course), (iii) to provide evidence of the capital it has spent to date, (iv) to provide evidence of its retention of the capital reserves generated as a percentage of Member revenues as required under our Agreement of Sale, and (v) to create and implement a business plan that honors its obligations under our Agreement of Sale to return Philmont to an elite' country club status.).) When asked whether he, on behalf of PCC, decided to move forward with the transaction anyway, Meyer testified, [W]e were in a position of weakness, so we didn't really have a whole lot of room to negotiate. (Id. 100-5, Ex. However, PCC agreed to keep the AOS alive with an Eighth Amendment, which provided for a limited 10-day extension of the due diligence period. (Doc. Nos. at 97. 100-5, Ex. Nanula ran Arnold Palmer Golf Management before starting Concert Golf. Why is this public record being published online? (Id. Co. v. Coutu, Case No. (KARPF, ARI) (Entered: 01/14/2019), (#2) NOTICE of Appearance by DAVID KORSEN on behalf of JAMES STEVENS (KORSEN, DAVID) (Entered: 01/07/2019), DEMAND for Trial by Jury by JAMES STEVENS. 56(a). at 57-59 (analyzing Defendants' argument that the fraud claim must be dismissed because it was based on promises to do something in the future).). Those cases arose in different contexts. A (I thought it would be proper' for us to advise Tom [King with NVR] that we are going to let the agreement expire in some manner.). A (said email exchange).) 100-5, Ex. Ideal Dairy Farms, Inc. v. John Labatt, Ltd., 90 F.3d 737, 744 (3d Cir. at 2-3 (The primary motivation behind my resignation has been Concert Golf's refusal to respond to my repeated requests (i) to confirm in writing . ), Cicero agreed that the return Ridgewood would receive under the proposal seems awfully high instead of just some set fee that is relatively nominal. (Id.) 100-18, Ex. Board members and staff made the decision to change the bylaws, knowing it would harm the resigned members. Deposition of Class Representative P. McGowan, Deposition of former PGCC Club Manager J. Leinaweaver. ), NPT. X at 10:8-13 (Meyer's and Silverman's testimony that they both resigned).) Considering that this cost is a significant percentage of the overall purchase price of $170,000, and that it was necessary to perform the work to use the property, and resolving any doubt in favor of Appellants, we conclude that the existence of the sewer defect was a fact basic to the transaction.). 100-5, Ex. (Id. (Id. & Cas. Afterwards, Nanula requested additional information from Meyer, including documents on the real estate development, Toll / NVR deal terms, property survey, environmental reports and any information PCC had about the various capital projects it considered. Trade & Fin. at 22.) at 86). 1995) to support its duty to speak test. No. ), Restatement (Second) of Torts 551, cmt. Rumsey Land Company (Rumsey) owned a property, and when Rumsey filed for bankruptcy, Resource Land Holdings, LLC (RLH) offered to purchase the property. Make your practice more effective and efficient with Casetexts legal research suite. . No. NN at 267:21-268:1. No. CGP proposed to (1) pay off PCC's approximately $963,000 in debt, (2) assume or restructure capital leases and other obligations, (3) make approximately $4 million of initial capital improvements to Philmont Club within 12 to 14 months, (4) commit to fund ongoing capital reserve at three to four percent of revenues (approximately $1 million over five years), and (5) upon the sale of the Property in two to four years, make an additional approximately $5 million in capital improvements. In allegedly creating the mayhem, Coutu became part of the transaction.). Hearing on PGCCs motion that the Court decide the entire case (all claims by the The Class) without a trial. No. No. 100-5, Ex. (Doc. In other words, CGP would not be purchasing Philmont Club directly. (See Doc. 116-5, Ex. (Doc. at 1274-75. As noted above, the Restatement does not provide that a duty to disclose arises where one party is the only source of information to the other party. Bucci also cites to Duquesne Light Co. v. Westinghouse Elec. ), In 2018, Meyer testified that he only met with Ridgewood once, where they had a conversation about what was going on with the club and nothing really came of it. (Doc. (stating that under NPT/Metropolitan's proposal, NPT/Metropolitan would only purchase 9 holes and PCC would retain ownership and control of EVERYTHING else, whereas CGP's proposal involved total sale of all land and assets of the club pursuant to which PCC would abdicate[] club control to CGP).) Pa. 2013) (Haywood's motion for summary judgment must, therefore, be denied because the University, if it proves the other elements of a claim for breach of contract, may be entitled to nominal damages.). In re Rumsey Land Company, LLC is instructive as to whether the Ridgewood Defendants were parties to a business transaction under 551. You will see. No. 11.) 16 to Ex. at 36:2-11.). No. . (Doc. 149-1 at 58.) Thus, the Court grants the Ridgewood Defendants' motion for summary judgment as to the 550 claim. United States District Court, E.D. CC; Doc. No. 21 to Ex. On September 29, Plotnick and Nanula spoke on the phone. But, at the summary judgment stage, the Court may not make credibility determinations. U.S. Courts Of Appeals | Other | ), Nonetheless, according to Meyer, even if another offer were available, PCC may have still moved forward given its financial predicament and its desire to no longer operate the Club. Deposition of Corporate Representative for Concert Golf Partners, LLC, Deposition of Corporate Representative for Concert Plantation, LLC, Deposition of Corporate Representative for Concert Golf Partners Holdco, LLC, Deposition of Corporate Representative for Golf GP II, LLC, Deposition of Corporate Representative for PGCC. (Doc. In sum, even when viewing the evidence in the light most favorable to Plaintiff, the Court cannot conclude that CGP and Ridgewood's relationship-and the fact that the pair would profit from that relationship-was a fact basic to the transaction. No. if, but only if, he is under a duty to the other to exercise reasonable care to disclose the matter in question. Restatement (Second) of Torts 551; see also Gnagey Gas & Oil Co., Inc. v. Pa. Oral Arguments before the 2nd District Court of Appeals regarding the appeal by PGCC and Concert Plantation on Class Certification. (Doc. at 496-97, 503-04. . In so holding, the Court emphasizes that NPT asserts this claim-and all other claims-as assignee. 384, 387 (3d Cir. at 37; see also Doc. To the contrary, the record shows that PCC was aware that CGP, a golf operator, would want to partner with a developer to develop the Property, that PCC's then-President had passed along the information for a potential developer, and that under the terms of the PSA, the second phase of capital improvement projects would occur only after the sale of the developed Property. After receiving the contact information, Nanula stated that it would be hard for [CGP] to work with [Stallone of NPT/Metropolitan] in light of Stallone's criminal history, but added that [r]egardless, [CGP would] find the right people to get this land transaction done. (Doc. Concert Plantation and PGCC file a Motion to freeze the lawsuit until the Appeals Court rules on Class Action Certification. at 51; see also Doc. Ins. Amanda Ellen B. Clay(Designation Retained), Gabrielle Elizabeth Klepper(Designation Retained). 116 at 25 (addressing only whether there was a business relationship between PCC and CGP/Nanula, as they were discussing a business transaction, not whether CGP and Nanula were parties to the business transaction).) A. See Leprino Foods Co. v. DCI, Inc., 727 Fed.Appx. No. He alleges only the failure to disclose. (quoting Colton, 231 F.3d at 898)). The Tenth Circuit affirmed summary judgment for RLH on the 551 claim, holding that RLH was not a party to a business transaction under 551. The Court held oral argument on the motions on July 19, 2022. CONCERT GOLF PARTNERS waiver sent on 12/31/2018, answer due 3/1/2019; CONCERT PHILMONT, LLC waiver sent on 12/31/2018, answer due 3/1/2019. A; see also Doc. ), CGP. 116-2 at 202 (In discussing the component of the Defendants' agreement that yields a $7 million allocation for the Property, Mr. Nanula wrote to his associates: Next $7m to CGP for land. It will be paid in installments as summarized below but 100% of the money is guaranteed with no contingencies on Township approvals or environmental issues. Updated: Feb 28, 2023 / 05:11 PM EST. Last, it provided that at closing, PCC would grant NPT a credit against the purchase price in the amount of $375,000; however, if NPT's costs to construct and install the clubhouse were less than $1.6 million, the purchase price credit would be decreased by one-third. ), Plotnick anticipated that the fully entitled residential development for approximately 160 age restricted townhomes is worth between $12-$14 million to a builder. (Id. Fraudulent Concealment and Fraudulent Nondisclosure Claims, In Counts II and III, NPT, as PCC's assignee, asserts fraudulent concealment and fraudulent nondisclosure claims against all Defendants under Restatement (Second) of Torts 550 and 551, alleging that the Concert and Ridgewood Defendants failed to disclose that they were working together and actively concealed their relationship. In this same vein, a fraudulent inducement claim premised on an the allegation that a party to the contract never intended to abide by a provision in the contract is barred by the gist of the action doctrine. Two days of hearings on the Motions for Partial Summary Judgment filed by both The Class and by PGCC and Concert Plantation, asking the Court to decide certain claims and defenses without the need for trial. ), Ridgewood and CGP continued to keep in touch as things moved ahead with CGP and PCC. . No. No. Nanula also stated that Ridgewood's proposal juices our normal deal returns nicely. (Id.) (See Doc. Meyer was also a Certified Public Accountant and a Certified Financial Planner. A (Given these benefits and the operational and management obstacles we continue to experience, the Board of Directors is pursuing a transaction with [CGP]); Id. In their motions for summary judgment, Defendants argue that: As assignee, NPT asserts a fraud claim against the Concert Defendants, which arises out of affirmative misrepresentations CGP allegedly made to PCC concerning capital expenditures. and then Concert told Ridgewood to stay down, therefore, not to have potentially two people interested in Philmont, that would have changed [his] opinion of the transaction. No. But the allegations in the initial Complaint are fundamentally different from those alleged in the Amended Complaint, which was filed after the Court ruled on Defendants' motion to dismiss and is the current operative complaint. (Id.) WebConcert Golf Partners is a boutique owner-operator of private clubs based in Newport Beach, Calif. 116-12, Ex. 3:14-cv-02404, 2017 WL 4540613, at *8 (M.D. 100-2 at 8-22.) No. (See Doc. at 683; see also Plexicoat Am., LLC, 9 F.Supp.3d at 48889 (holding that the gist of the action doctrine barred two of the plaintiff's fraud in the inducement claims where the plaintiff alleged that the defendant represented it was ready, willing and able to comply with the terms and conditions set forth in the Agreement and that it would utilize its national sales and marketing team and programs to promote, market and advertise the sale of Plaintiff's products as because those statements were clearly enshrined in the Agreement, which provided that the defendants would use commercially reasonable effort' to promote and sell the Products and generate a minimum amount of sales); First United Bank & Tr., 667 F.Supp.2d at 451 (concluding that the gist of the action doctrine barred the fraudulent inducement claims where [i]t [was] clear that the[] representations and duties detailed in the Master Agreement concern[ed] the same facts and circumstances that [the plaintiff] now alleges were misrepresented in order to induce it to enter the Master Agreement and emphasizing that the subject representations made during negotiations foreshadowed contractual duties and subsequently ripened into contractual provisions such that the duties allegedly breached were grounded in the contract itself); CRS Auto Parts, Inc., 645 F.Supp.2d at 380 (finding that the gist of the action doctrine barred the plaintiff's fraud claim in part because [a]ny contractual statements by Turley concerned coverage duties that were later outlined in the written insurance policy). 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The negotiations for the South Course acreage F.3d 737, 744 ( 3d Cir question here is what facts NPT-would. Cgp is a fraction of the resigned members Nanula ran Arnold Palmer Golf Management before starting Concert PARTNERS... Potential deal things moved ahead with CGP and PCC, 2017 WL 4540613, at that,! Silverman 's testimony that CGP may have gotten the better end of this business deal, which was based real... 551, cmt CGP continued to keep in touch as things moved ahead with and. Moved to dismiss the Complaint ( see Doc CGP, a Golf hospitality firm, be... As things moved ahead with CGP and PCC understood CGP, a Golf hospitality firm would... See Doc ran Arnold Palmer Golf Management before starting Concert Golf PARTNERS sent. Class Certification see Leprino Foods Co. v. DCI, Inc. v. Pa motion to freeze the until! Filed in U.S. District Courts | Labor | the rank of Captain clear that NPT this... 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