CSN Realty Corp. v. Moussaieff

── CSN Realty Corp. v. Moussaieff ── Court: Appellate Division of the Supreme Court of the State of New York Date: May 21, 2026 Category: General <div>CSN Realty Corp. v Moussaieff - 2026 NY Slip Op 03228 <div> skip to main content </div> <div> <p>It appears you are using Adblock. Please disable Adblock to best experience our website.</p> </div> <div> <header> <div> <img src="/reporter/images/nys-logo-white.svg" alt=""> </div> <div> <span title="Law Reporting Bureau Home Page">Law Reporting <br>Bureau <span></span></span> <span>Thomas J.K. Smith, State Reporter</span> <nav> Court Decisions Resources About </nav> </div> <div> <img src="/reporter/images/lrb-seal.png" alt=""> </div> </header> </div> <nav> <ol> <li>Home</li> <li>All Court Decisions</li> <li>Decisions</li> </ol> </nav> <div> <div> <h1>CSN Realty Corp. v Moussaieff</h1> <p>2026 NY Slip Op 03228</p> <p>May 21, 2026</p> <p>Appellate Division, First Department</p> <p>Published by New York State Law Reporting Bureau pursuant to Judiciary Law § 431.</p> <p>This decision is uncorrected and subject to revision before publication in the Official Reports.</p> </div> <div> <p>CSN Realty Corp., Plaintiff-Appellant,</p> <p>v</p> <p>Roy Moussaieff et al., Defendants-Respondents.</p> </div> <p>Decided and Entered: May 21, 2026</p> <p>Index No. 652522/24|Appeal No. 6699|Case No. 2025-01502|</p> <p>Before: Moulton, J.P., González, O'Neill Levy, Chan, Hagler, JJ. </p> <div> <p>Oved &amp; Oved LLP, New York (Christopher J. Rados of counsel), for appellant.</p> <p>Kasowitz LLP, New York (Joshua A. Siegel of counsel), for respondents.</p> </div> <span>[*1]</span> <p>Order, Supreme Court, New York County (Arthur F. Engoron, J.), entered on or about February 10, 2025, which granted defendants' motion to dismiss the complaint, unanimously reversed, on the law, with costs, and the motion denied.</p> <p>Supreme Court should not have determined that the merger clause contained in the written contract barred plaintiff's fraudulent inducement cause of action, which was interposed as against defendants Roy Moussaieff (Roy) and Yousef Althkefati. On its face, the merger clause agreed to by plaintiff and nonparty 2252 Third Avenue, LLC (the judgment debtor), does not apply to the representations by Roy and Althkefati, as the clause does not cover statements made by third parties (<i>see</i> <i>Remediation Capital Funding LLC v Noto</i>, 147 AD3d 469, 471 [1st Dept 2017]). Furthermore, the documentary evidence does not make clear whether Roy and Althkefati made the alleged representations in their personal capacities or in their capacities as members of judgment debtor, and at this stage of the litigation, where plaintiff is afforded every favorable inference, the fraudulent inducement claims should not have been dismissed on the basis that Roy and Althkefati were speaking as members of the LLC (<i>see</i> <i>Leon v Martinez</i>, 84 NY2d 83, 87-88 [1994]).</p> <p>We reject defendants' argument that the fraudulent inducement cause of action is duplicative of the breach of contract cause of action. "[A] misrepresentation of present fact, unlike a misrepresentation of future intent to perform under the contract, is collateral to the contract, even though it may have induced the plaintiff to sign it, and therefore involves a separate breach of duty" (<i>GoSmile, Inc. v Levine</i>, 81 AD3d 77, 81 [1st Dept 2010], <i>lv dismissed</i> 17 NY3d 782 [2011]). The alleged representations by Roy and Althkefati that the judgment debtor had sufficient capital to close on the property were representations of present fact, not future intent to perform.</p> <p>Similarly, we reject defendants' argument that plaintiff seeks identical damages under the fraudulent inducement cause of action and the breach of contract cause of action. Under the circumstances of this case, at this early procedural stage pl