Commercial Division Blog

Current Developments in the Commercial Divisions of the
New York State Courts by Schlam Stone & Dolan LLP

Posts Categorized: Commercial

Posted: January 3, 2020

Defendant that Engaged in Wrongdoing Not Entitled to Common Law Indemnification

On December 20, 2019, the Fourth Department issued a decision in Board of Educ. of Palmyra-Macedon Cent. Sch. Dist. v. Flower City Glass Co., Inc., 2019 NY Slip Op. 09123, holding that a defendant that had engaged in wrongdoing was not entitled to common law indemnification, explaining: We further agree with Nudo that the court... Read more »

Posted: January 2, 2020

Corporate Officer May be Held Liable for Corporation’s Tort in Which the Officer Participated

On December 20, 2019, the Fourth Department issued a decision in Canandaigua Natl. Bank & Trust Co. v. Acquest S. Park, LLC, 2019 NY Slip Op. 09130, holding that a corporate officer may be held liable for a corporation’s tort in which the officer participated, explaining: The sole contention raised by Huntress in support of... Read more »

Posted: December 31, 2019

Claim for Breach of Covenant of Good Faith and Fair Dealing Dismissed as Duplicative of Breach of Contract Claim

On December 13, 2019, Justice Sherwood of the New York County Division issued a decision in Citigroup Global Mkts. Inc. v. SCIP Capital Mgt., LLC, 2019 NY Slip Op. 33633(U), dismissing a claim for breach of the covenant of good faith and fair dealing as duplicative of a breach of contract claim, explaining: It is... Read more »

Posted: December 29, 2019

Documents Prepared for Uses Other Than Litigation Cannot be Withheld for Production Even if They Also Were Prepared in Anticipation of Litigation

On December 20, 2019, the Fourth Department issued a decision in John Mezzalingua Assoc., LLC v. Travelers Indem. Co., 2019 NY Slip Op. 09157, holding that documents prepared for uses other than litigation cannot be withheld from production even though they also were prepared for litigation, explaining: CPLR 3101 establishes three categories of protected materials:... Read more »

Posted: December 27, 2019

That Loan Was Made from the Proceeds of Illegal Gambling Does Not Make Loan Contract Unenforceable

On December 19, 2019, the Court of Appeals issued a decision in Centi v. McGillin, 2019 NY Slip Op. 09058, holding that a loan contract was enforceable even though the loan was made from the proceeds of illegal gambling, explaining: Given our strong public policy favoring freedom of contract, agreements are generally enforceable by their... Read more »

Posted: December 26, 2019

Court Analyzes Successor Liability Under the De Facto Merger Doctrine

On December 13, 2019, Justice Emerson of the Suffolk County Commercial Division issued a decision in Marcum LLP v. Fazio, Mannuzza, Roche, Tankel, Lapilusa, LLC, 2019 NY Slip Op. 52010(U), analyzing successor liability under the de facto merger doctrine: The plaintiff seeks leave to amend the complaint to add PKF O’Connor Davies, LLP, f/k/a O’Connor... Read more »

Posted: December 25, 2019

Opportunity to Comment on Proposed Change to Commercial Division Rules

The Office of Court Administration has asked for public comment on a proposed proposed amendment to Commercial Division Rule 6 to “to require legal memoranda to include hyperlinks to NYSCEF docket entries when those documents are cited and to allow judges discretion in determining whether to require hyperlinking for cases, statutes, and rules to legal... Read more »