Posts Categorized: Contracts

Posted: December 7, 2018

Defendants Cannot Avoid Summary Judgment on Contract Claim by Arguing Oral Modification

On November 27, 2018, Justice Bransten of the New York County Commercial Division issued a decision in Schon Family Found. v. Brinkley Capital Ltd., 2018 NY Slip Op. 33027(U), holding that defendants could not avoid summary judgment on a breach of contract claim by arguing that there was an oral modification of the contract, explaining: A… Read more »

Posted: December 4, 2018

Plaintiff Liable to Defendant on Defendant’s Counterclaim Based on Facts Pleaded in the Complaint

On November 26, 2018, Justice Sherwood of the New York County Commercial Division issued a decision in Tongyang, Inc. v. Tong Yang Am., Inc., 2018 NY Slip Op. 32959(U), holding that a plaintiff was liable on the defendant’s counterclaim based on facts pleaded in the Complaint, explaining: TYA’s counterclaim for breach of contract arises out of… Read more »

Posted: December 2, 2018

Labor Law Provision Allowing Employees to Sue General Contractor as Third-Party Beneficiaries Trumps Contract’s No Third-Party Beneficiary Clause

On November 27, 2018, the First Department issued a decision in Wroble v. Shaw Envtl. & Infrastructure Eng’g of N.Y., P.C., 2018 NY Slip Op. 08061, holding that the Labor Law provision allowing employees to sue a general contractor as third-party beneficiaries trumps a contract’s no third-party beneficiary clause, explaining: Labor Law § 220(3) provides, in pertinent… Read more »

Posted: November 23, 2018

Parties That Signed Agreement on Behalf of Non-Existent Entities Personally Bound By Contract

On October 30, 2018, Justice Hudson of the Suffolk County Commercial Division issued a decision in Olympus Am. Inc. v. Greene House Surgicare, 2018 NY Slip Op. 32874(U), holding that parties who signed an agreement on behalf of non-existent entities were personally bound by the agreement, explaining: Under well-established agency law, a contract between individuals… Read more »

Posted: November 20, 2018

Court Finds Pooling and Servicing Agreement to be Ambiguous, Orders Discovery

On November 9, 2018, Justice Bransten of the New York County Commercial Division issued a decision in Matter of U.S. Bank N.A., 2018 NY Slip Op. 32875(U), holding that a pooling and servicing agreement was ambiguous and ordering discovery, explaining: Under New York law, written agreements are construed in accordance with the parties’ intent and… Read more »

Posted: November 19, 2018

Allegations of Duress Insufficient to Overcome Voluntary Payment Doctrine

On November 15, 2018, the First Department issued a decision in Beltway 7 & Props., Ltd. v. Blackrock Realty Advisers, Inc., 2018 NY Slip Op. 07844, holding that allegations of duress were insufficient to overcome the voluntary payment doctrine, explaining: In seeking to avoid application of the voluntary payment doctrine, plaintiff first contends on appeal… Read more »

Posted: November 18, 2018

General Release Bars Claim Relating to Settled Claims

On November 7, 2018, Justice Ostrager of the New York County Commercial Division issued a decision in Lam Pearl St. Hotel LLC v. Golden Pearl Constr. LLC, 2018 NY Slip Op. 32852(U), holding that a general release barred a claim regarding settled claims, explaining: GPC argues that the implied covenant of good faith and fair dealing cannot… Read more »

Posted: November 8, 2018

Waiver of Right to Proceed Against Debtor Did Not Waive Right to Enforce Guaranty

On October 31, 2018, the Second Department issued a decision in Pitsy, LLC v. Rindenow, 2018 NY Slip Op. 07340, holding that a plaintiff’s waiver of claims against a debtor did not waive the plaintiff’s claims to enforce a guaranty against the debtor’s guarantor, explaining: [T]he plaintiff demonstrated its prima facie entitlement to judgment as a… Read more »

Posted: November 5, 2018

Court Enforces No Damages for Delay Clause in Construction Contract

On October 22, 2018, Justice Ostrager of the New York County Commercial Division issued a decision in Hailey Insulation Corp. v. WDF, Inc., 2018 NY Slip Op. 32717(U), enforcing a no damages for delay provision in a construction contract, explaining: Finally, WDF moves to dismiss Hailey’s fourth cause of action seeking delay damages. The subcontract states: “The… Read more »

Posted: October 29, 2018

Complaint Withstands Motion to Dismiss Based on In Pari Delicto/Illegality Defense

On October 22, 2018, Justice Fisher of the Kings County Supreme Court issued a decision in Juan Carlos Nunez v. Athletes’ Careers Enhanced and Secured, Inc., No. 502950/2018 (Supreme Court, Kings County), declining to dismiss an action due to an in pari delicto/illegality defense, explaining: In Nunez, the plaintiff, a former employee of a prominent…