On April 19, 2020, Justice Masley of the New York County Commercial Division issued a decision in First Am. Fin. Corp. v. Verisk Analytics, Inc., 2020 NY Slip Op. 31288(U), holding that a non-recruitment provision in an agreement to sell a business was reasonable, and thus enforceable, explaining: Plaintiffs also argue that they are entitled... Read more »
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Posts Categorized: Contracts
Liquidated Damages Provision Eliminates Need for Plaintiff to Mitigate Damages
On April 24, 2020, Justice Scarpulla of the New York County Commercial Division issued a decision in Gorelick v. Cushman & Wakefield, Inc., 2020 NY Slip Op. 31298(U), holding that a liquidated damages clause eliminates the need for the plaintiff to mitigate its damages, explaining: Plaintiff moves to dismiss the Third Affirmative Defense, which alleges... Read more »
Account Stated Claim Dismissed As Duplicative of Breach of Contract Claim
On May 6, 2020, Justice Ostrager of the New York County Commercial Division issued a decision in St. George Outlet Dev., LLC v. Casino Mech. Corp., 2020 NY Slip Op. 50516(U), dismissing an account stated claim because it was duplicative of a breach of contract claim, explaining: Plaintiffs first seek to dismiss the Second Counterclaim,... Read more »
Fact Questions Precluded Summary Judgment for Defendant Based on No Damages for Delay Clause
On April 30, 2020, the Third Department issued a decision in Framan Mech., Inc. v. State Univ. Constr. Fund, 2020 NY Slip Op. 02510, holding that questions of fact precluded summary judgment for the defendant based on a no damages for delay clause, explaining: With regard to delay damages, a contract clause that bars a... Read more »
Landlord’s Acceptance of Rent from Entity Other Than Lessee Did Not Waive Lease’s Non-Assignment Provisions
On May 6, 2020, the Second Department issued a decision in VRA Family L.P. v. Salon Mgt. USA, LLC, 2020 NY Slip Op. 02639, holding that a landlord’s acceptance of rent from an entity other than the lessee did not waive the lease’s non-assignment provisions, explaining: [D]efendants failed to raise a triable issue of fact... Read more »
Plaintiff Entitled to Summary Judgment in Lieu of Complaint on Guaranty Even Though Guaranty Was Not for a Sum Certain
On May 6, 2020, the Second Department issued a decision in Metro-Gem Leasing & Funding Corp. v. Dancy Auto Group, LLC, 2020 NY Slip Op. 02638, holding that a plaintiff was entitled to summary judgment in lieu of complaint on a guaranty even though the guaranty was not for a sum certain, explaining: We agree... Read more »
Non-Compete Clause Covering All of United States and Canada Unenforceable
On April 13, 2020, Justice Borrok of the New York County Commercial Division issued a decision in Stone Source, LLC v. Hubbard, 2020 NY Slip Op. 30941(U), holding that a non-compete provision covering all of the United States and Canada was unenforceably over-broad, explaining: A restrictive covenant will only be upheld to the extent that... Read more »
Breach of Contract Claim Fails if Injury is Not Alleged
On April 9, 2020, Justice Sherwood of the New York County Commercial Division issued a decision in Computer Design & Integration of Ga., LLC v. MIO Partners, Inc., 2020 NY Slip Op. 30927(U), holding that a breach of contract claim must allege injury, explaining: To sustain a breach of contract cause of action, plaintiff must... Read more »
Breach of Contract Claim Dismissed for Failure to Identify Contract Terms that Were Breached
On April 2, 2020, Justice Ostrager of the New York County Commercial Division issued a decision in Icon DE Holdings, LLC v. Mondani Handbags & Accessories, Inc., 2020 NY Slip Op. 30904(U), dismissing a breach of contract claim for failure to identify the specific terms of the contract that were breached, explaining: Plaintiff argues that... Read more »
Unilateral Mistake Claim Fails in the Absence of Allegations of Fraud or Other Wrongdoing
On March 19, 2020, the First Department issued a decision in Quattro Parent LLC v. Rakib, 2020 NY Slip Op. 01966, holding that unilateral mistake claims fail in the absence of evidence of fraud or other wrongdoing, explaining: The motion court also correctly rejected defendant’s unilateral mistake-based defense and counterclaim, because there was no showing... Read more »