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Posts Categorized: Contracts

Posted: June 22, 2017

Court Refuses to Enforce No-Challenge Clause in Patent License

On June 14, 2017, Justice Kornreich of the New York County Commercial division issued a decision in Island Intellectual Property LLC v. Reich & Tang Deposit Solutions, LLC, 2017 NY Slip Op. 27199, holding that the provision of a patent license prohibiting the licensee from challenging the validity of the licensed patents was unenforceable, explaining:… Read more »

Posted: June 21, 2017

Failure to Set Standards For Award of Stock Options Breach of Implied Covenant of Good Faith

On June 15, 2017, the First Department issued a decision in Zakrzewski v. Luxoft USA, Inc., 2017 NY Slip Op. 04906, holding that allegations that the defendant failed to set standards by which the plaintiff could earn stock options stated a claim for breach of the implied covenant of good faith and fair dealing, explaining:… Read more »

Posted: June 15, 2017

Exchange of E-mails Did Not Create Binding Contract

On June 7, 2017, the Second Department issued a decision in Saul v. Vidokle, 2017 NY Slip Op. 04485, holding that an exchange of e-mails did not create a binding contract, explaining: The emails relied upon by the plaintiff to establish the alleged agreement among the parties for the purchase of the defendant’s apartment were… Read more »

Posted: June 10, 2017

Questions of Fact Preclude Summary Judgment on Reformation Claim

On June 8, 2017, the First Department issued a decision in Warberg Opportunistic Trading Fund L.P. v. GeoResources, Inc., 2017 NY Slip Op. 04537, discussing the requirements for establishing a claim for reformation. In Warberg Opportunistic Trading Fund L.P., the plaintiff sought reformation of a contract. The First Department held that there were questions of… Read more »

Posted: June 4, 2017

Release Did Not Bar Derivative Claims, But Bringing Claims Might Violate Covenant Not to Sue

On May 23, 2017, the First Department issued a decision in Ridinger v. West Chelsea Development Partners LLC, 2017 NY Slip Op. 04067, holding that while a release did not bar derivative claims, bringing such claims might constitute a violation of the covenant not to sue, explaining: Plaintiff’s individual claims were barred by a prior… Read more »

Posted: May 30, 2017

When Plaintiffs Sold Bonds Their Tort Claims Automatically Transferred to the Purchaser

On May 15, 2017, Justice Bransten of the New York County Commercial Division issued a decision in One William Street Capital Management L.P. v. U.S. Education Loan Trust IV, LLC, 2017 NY Slip Op. 31079(U), holding that the plaintiffs lacked standing because when they their sold bonds, their tort claims automatically were transferred to the… Read more »