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Posts Categorized: Contracts

Posted: April 11, 2017

Collateral Manager Not Entitled to Expense Payments Greater Than Provided by Contract

On March 31, 2017, Justice Kornreich of the New York County Commercial Division issued a decision in Commonwealth Advisors, Inc. v Wells Fargo Bank, N.A., 2017 NY Slip Op. 30622(U), holding that the collateral manager of a CDO was not entitled to expense reimbursements greater than were provided in the agreements governing the CDO, explaining:… Read more »

Posted: April 8, 2017

Person Who Signed Agreement on Behalf of LLC Before LLC Was Formed Can Be Held Personally Liable

On April 6, 2017, the First Department issued a decision in Eastern Consolidated Properties, Inc. v. Waterbridge Capital LLC, 2017 NY Slip Op. 02731, holding that a person who signs an agreement on behalf of an LLC before the LLC is formed can be held personally liable under the agreement, explaining: Supreme Court properly granted… Read more »

Posted: March 29, 2017

Contract Claim Fails for Lack of Contractually-Required Notice and Opportunity to Cure

On March 20, 2017, Justice Kornreich issued a decision in Gottwald v. Sebert, 2017 NY Slip Op. 30521(U), denying a motion to add a breach of contract counterclaim for failure to allege compliance with contract’s notice and cure provisions, explaining: Plaintiffs urge that Kesha cannot assert a claim for non-payment of royalties under the Prescription… Read more »

Posted: March 25, 2017

IM’s Did Not Create Contract Because Deal Was “Subject To” Further Documentation

On March 23, 2017, the First Department issued a decision in Luxor Capital Group, L.P. v. Seaport Group LLC, 2017 NY Slip Op. 02167, holding that an exchange of instant messages did not create a binding contract, explaining: The instant messages exchanged between the parties reflect that the transaction at issue was “subject to language”… Read more »