the action involved in the allegations of fraud in the inducement in connection with the purchase by the plaintiffs of the fifty percent interest in a limited liability company feared spiels ovals v a which was established to acquire envelop land court granted rescission of the purchase contract and judgment in the favor of the plaintiffs in the amount of one million two hundred five thousand dollars more per the wondered at upon payment of the judgment in full in order to restore the despite the response brief which has alluded to my position on credibility or just lack of position i credibility in my brief this is not an attack on the credibility findings of the four things in this case two occurred that constitute common law fraud two are representations deemed to be fraudulent misrepresentations that is actual statements that were found to be made by the defendants to the plaintiffs and to conceal this it is silence as the two matters of pertaining to well one is directly pertains to one of the representations and the other has to i have to focus a bit on what i've what i consider to be critical issues in the case so forgive me for being slightly out of order apart from the issues relieves the sufficiency of evidence or whether certain evidence and support a finding of fraud in two that were found by the court which just one the concealment of stormwater issues that pertain to the subdivision and if in the fact they were not mentioned or disclosed in two thousand  my clients individually when they purchased a piece of land for phase three there was a requirement to build a small portion of road for access to the remaining property of the cel it is important in my estimation to remember that this is a fraud in the inducement case this is not a breach of contract case and therefore i have always approached this case in terms of fraud in the ind representations and concealments that my definition under the law took place in negotiation phases of piracy the execution of the contract i believe that that's important not get to that in a in a  pre contract existence of a joint venture that creates a fiduciary relationship between these parties they they weren't that prior to this contract they allege the duty to disclose in their complaint based on the defendants holding themselves out as experts in development encouraging the players to rely on that expertise in the making of partial representations they knew to be misleading in leader on troop there was no allegation of dominance with fluid superiority or of any relevant factors that deal with the existence actually of a special relationship this relationship that would create basically a fiduciary relationship between them in terms of what happened before the december twentieth and twenty first in terms of that existed between these partners and created the duty to speak in the illinois duty to speak in fraudulent concealment cases is completely reliant upon the existence of a to certain facts that are in this case been disputed what is undisputed is that these men discussed the potential project there was a letter of intent that was signed by one of them in november the he knew that he had had a relationship with them in that particular project they ended up buying him out of that project but as to his feels in terms of its acquisition in terms of the partnership or otherwise everything they do would say before they enter into that relationship as a characteristic of disclosure required of someone holding the highest duty of loyalty group the just the testimony was was was frankly very general we had discussions here a bit of discussions there he told us that there were no hurdles to approval that there were no obstacles to approval so the  to mislead these men that i submit that that statement has really no meaning or context by itself i you have to look at the other facts of the case and in fact they have it has no meaning unless up with the approval question in fact i submit that obstacles and impediments and those types of groups and that type of language when you look at the entirety of the testimony relevant to that particularly the knowledge that can be imparted to these defendants through washing leskie the architect  was made the statement of belief or opinion an obstacle is in the eye of the beholder every step every project of this nature in the city of old and probably anywhere require storm work you have to visit stormwater of the specifications you have to provide for the fact that that the engineer thought that there was some work to be that these were not statements of fact but statements of contention or future events he should expectations probabilities of a third party with governing control of the ish of i'm running out of time quickly zircon demeanor the witnesses saw them speak and they credibility determinations he saw them firsthand and i think it's fair to say he believed us and not them we point out to you in our brief in several places where he made express credibility finding saying that the testimony of mr riggs or mr reagan was simply not credible but there are numerous other places where there was divergent testimony and in every instance that we can find where there that says a lot about in the case here now mr senor has tried very hard to avoid challenging those credibility determinations on this and you know and i think with good reason and he's tried to focus his appeal on legal issues but you cannot escape the credibility issues in this case because the findings of law in the legal applications have to be based upon sufficient facts and they simply don't have the facts necessary to overcome this very deferential standard  most of the argument you just heard was on the issue of fraudulent omissions and whether there was a duty of disclosure here and i want to start by saying two things number one we believe that the  was exactly right in finding a duty of disclosure but number two we don't believe that finding was actually necessary to the supreme court's opinion in fact if you take the omission portion of the circuit court's opinion out you reach the same result why because there were two omissions that judge dorothy found there was an omission where mr ray's mr raydon failed to mention anything about the stormwater issues at the project face and there was omission where mr riggs and mr reagan failed to mention the right of or purchased on one of the parcels on this project i'm both of those subjects judge doherty also found affirmative misrepresentations so if you took the omissions out you still have affirmative misrepresentations on those subjects which as dorothy said is you can characterize it either as a fraudulent statement or as an omission or both and he he and that's just happened on the state of illinois we would submit to you what the court decisions in illinois tell us is that a duty to speak or a duty to disclose arises in to general circumstances number one if you relationship and number two even if you don't have that type of relationship but if you engage in some conduct that would give rise to a duty of disclosure for example if i tell you a half truth i have a duty to then go ahead and tell you the rest of the story if i engage in conduct that's designed to steer you away from a particular factor to suppress a particular fact i take it upon myself i take upon case the circuit court made findings of both the circuit court found the existence of a fiduciary duty and explain why now get to that in just a moment but the circuit court also found other conduct record a memorandum with the reporter in with cell county to make public the right of repurchase they didn't do it and the circuit court found that was conduct that was not proper and resulted in my clients  that gave rise to a duty to tell the whole truth and the full story on those subjects so the circuit court found two bases for duty disclosure other conduct which i just addressed and then the question of would lead to some of certain results because if you think about that what that would mean is that mr reason is to reagan would have no duties to be honest and forthcoming with my clients in negotiations but then the second the deal w finalized they would have an affirmative duty to say hey listen remember all that stuff we told you more english a day well a lot of that was baloney and let me tell you what the real story is that is not a a logical result and there's no evidence in the record that any of these disclosures from a during that time period the the better position i would submit to you is the position of the hasan case similar case where the coroner said there may be instances in which a duty exists prior to the actual transaction because of the nature of the transaction if there is mention that this was not a sale of a piece of property or the sale of a business this was an invitation to become common venturers in a company this was an invitation to join a venture it was an invitation by mr riggs more or less to come play on our team that's different then a traditional arm's length transaction like the sale piece of property or something like that and then the sign case with the appellate court said is given the facts and circumstances of that case where a group of investors are working together to figure out how to structure the purchase of a gas station a purchase of a piece of property and given the fact that they were just buying a piece of property they were also negotiating the establishment of a business in which they would be join ventures under the facts of of that situation if you do surely duty arose prior to the actual transaction and the defendants in that case as the parties was your access to information had a duty to tell the plaintive who was a partner in the ventures to be part of the venture but not play sophisticated hers what is on the inside as they were all the facts associated with the venture we submit that if you have to reach the question of the fiduciary duty in this case that the his son ace provides the roadmap for you to follow and again in a fiduciary duty situation you look at the facts and circumstances here and here this was an invitation as they said into a plan or  his belief that this was really about for misrepresentations to affirmative into omissions i don't think that's correct we alleged six different areas of misrepresentations in point in its opinion the circuit court focused on two of them as being the most important ones and you referred to it as the crux of the complaint but he also said that those two were part of a larger pattern that included the others and he made specific findings that the other misrepresentations had occurred and he did that at pages thirteen and fourteen of the opinion and the circuit court said come back to flee the very statements and omissions constituted a pattern of conduct with the intent that the plaintiffs rely upon such conduct to deceive them insane to the bargaining process so the circuit court found that all of the misstatements that were alleged and in fact  focused in two of them as in its opinion the most material of the bunch reason i sure can the record shows in this particular case that my clients did not just jump into this particular transaction beginning in august of two thousand and reagan it brought in a perspective third investor mr schmidt they had meetings in this reconnaissance house there was a meeting of all hands on board in face to face meeting in chicago there's a considerable amount of due diligence that was that my client should have gone further and should have actively investigating the things that were told to them by mr riggs and mr ray they should have for example hunting down the engineer and going to met with him personally and have knowledge of these matters and which they are addressing tells you something you have a right to rely on that without further investigation unless something they say really runs up a red flag and there was nothing in this serve that these guys are telling the truth that's particularly the case because one of the two defendants mr riggs was known to them from another deal of the our alliance vestment and so he wasn't a stranger to it at the who it were they found found and at that point they discovered as you said that the project was basically going to twice as long and cost twice as much the way they response and that was to say well this is our if this is if this is the totality of everything we can proceed with the project but they didn't discover know at that point and what was not know until that point was that there were other issues such as two thousand and six when equipment that the second thing is they tried to address that with an operating agreement that ironed out any further misunderstanding the thing that really is sort of the straw that broke the camel's back here was not only the revelation that there was an entirely different set of stormwater issues beyond those that they have been grappling with but the revelation that that that have actually been ever looked at and they believed that they looked at it was the plaque nothing else and they didn't ask for anything else they didn't see anything out of any kind they had two three months to do that and that it this project very closely in their own testimony as to the matters that are brought up by mr elliott on the express credibility findings made by the  accomplishment did not corroborate the plaintiff's testimony in that regard was not of significance so i i really don't think that each press credibility findings in terms of the parties very serious at best place in their testimony is quite as no half truths in this case there is no allegation or proof of a half truth these are all indicated to be bold lies or all seals that's all so that authors that there is no half truth here it doesn't involve any aspect of this case and brown doesn't apply thank you very much