GRUMMAN ALLIED INDUSTRIES, INC. and GRUMMAN CORPORATION, Plaintiff-Appellants, v. ROHR INDUSTRIES, INC., Defendant-Appellee, 748 F.2d 729

Summary

Appellant purchaser acquired all the plants, books, records, and other assets of appellee seller, which included buses. After the sale was consummated, structural defects arose and the buses were removed from operation. Appellant brought an action against appellee alleging misrepresentation and failure to disclose material facts relating to the testing of the buses. The district court granted appellee's motion for summary judgment and dismissed the action. The court affirmed, holding that appellant contractually disclaimed reliance upon the representations at issue and enjoyed absolute access to all relevant information necessary to confirm the validity of those representations. The court held that the relationship of the parties did not trigger a duty to disclose any facts not covered by the express terms of the agreement or already known by or available to appellant. Thus, summary judgment was appropriately granted.