More concretely, we will have to consider the question of whether the defendants did not disclose to the plaintiffs about the restitution clause to the manager in the event of a change of designation, given the argument that the fundamental character of the sale was intended to enable the realization of the feasibility of its exploitation after the purchase. Failure to disclose a restitution clause may be considered, in appropriate cases, a breach of the duty of disclosure by virtue of good faith or deception by virtue of the circumstances, which entitles the injured party to termination of the contract and compensation. This duty certainly extends to facts that the seller, lawyer or realtor actually knew, but in accordance with the case law, it should also be applied to facts that they should have known (compare: Civil Appeal Authority 21602-11-24 Israel Land Authority v. Yehoshua Rozansky (April 20, 2025; hereinafter: "The Rozansky Case").
Chapter 1 - The question of the plaintiffs' knowledge of clause 15 of the lease contract goes to their signing of the contracts
In this context, we would like to divide our discussion between plaintiffs 1-2 and plaintiffs 3-7. We discussed the last ones.
Did plaintiffs 3-7 know about clause 15 prior to the signing of the contracts?
In this sub-chapter, we will examine a number of questions:
- A. whether Goren served as counsel for plaintiffs 3-7;
- B. The transfer of the venue of the hearing Goren informed the transfer of the place of discussion of the lease contracts signed with the manager, and informed him about clause 15 of the lease contract. In the meantime, we will examine whether there is any obligation on the transfer of the Goren hearing venue to examine the ILA's policy regarding the practice of enforcing the restitution clause in the event of a change of designation, in the case of the seller of the land plots, and to update the transfer of the venue of the hearing is ignored as the plaintiffs' counsel;
III. whether the venue was moved and Mualem, as counsel for plaintiffs 3-7, informed them about the lease contract, and in particular with regard to clause 15 of the lease contract;
- IV. whether the manner in which plaintiffs 3-7 proceeded throughout the entire process helps to formulate an aggregate conclusion on the said matter;
- Whether Goren served as counsel for plaintiffs 3-7
There is no dispute that Goren never met any of these plaintiffs and did not exchange a conversation with any of them prior to the signing of the contracts (paragraphs 33, 43, and 52 of Goren's affidavit of the transfer of the Goren venue).