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Posts Categorized: Contracts

Posted: August 13, 2018

Article 77 Proceeding Excludes Beneficiaries of Trusts That Hold Interests in Trusts That are the Subject of the Proceeding

On August 7, 2018, Justice Friedman of the New York County Commercial Division issued a decision in Matter of Wells Fargo Bank, N.A., 2018 NY Slip Op. 31883(U), holding that beneficiaries of trusts that held interests in trusts that were the subject of an Article 77 proceeding did not have standing to appear in the… Read more »

Posted: August 12, 2018

Fraud Claim Dismissed as Duplicative of Contract Claim: No Separate Damages Alleged

On August 6, 2018, Justice Masley of the New York County Commercial Division issued a decision in TJ PRP LLC v. Rag & Bone Holdings LLC, 2018 NY Slip Op. 31880(U), dismissing a fraud claim as duplicative of a contract claim, explaining: A fraud claim that arises from the same facts as an accompanying contract… Read more »

Posted: August 11, 2018

Court Reviews Law Governing Contract Interpretation on Summary Judgment

On August 6, 2018, Justice Schecter of the New York County Commercial Division issued a decision in Cast Iron Co., LLC v. Cast Iron Corp., 2018 NY Slip Op. 31881(U), discussing contract interpretation on a summary judgment motion: Contracts are construed in accord with the parties’ intent, the best evidence of which is the language… Read more »

Posted: August 9, 2018

Alleged Incompetent Project Management Does Not Excuse Enforcement of No Damages for Delay Clause

On August 2, 2018, Justice Friedman of the New York County Commercial Division issued a decision in Primiano Electric Co. v. HTS-NY, LLC, 2018 NY Slip Op. 31859(U), holding that alleged incompetent project management does not excuse enforcement of a construction contract’s no damages for delay clause, explaining: As held by the Court of Appeals,… Read more »

Posted: July 27, 2018

Provision Requiring Exercise of Reasonable Discretion Precludes Acting Arbitrarily, Irrationally, or Without Reasonable Basis

On July 18, 2018, the Second Department issued a decision in Grandfeld II, LLC v. Kohl’s Department Stores, Inc., 2018 NY Slip Op. 05289, holding that a contract provision requiring a party to use reasonable discretion prevented that party from acting arbitrarily, irrationally, or without a reasonable basis, explaining: When parties set down their agreement… Read more »

Posted: July 26, 2018

No Waiver Clause Precludes Claim of Waiver Based on Prior Course of Conduct

On July 12, 2018, Justice Ostrager of the New York County Commercial Division issued a decision in MacArthur Properties I, LLC v. Galbraith, 2018 NY Slip Op. 31612(U), holding that a no waiver clause precludes a claim of waiver based on prior course of conduct, explaining: Wholly without merit is plaintiff’s claim that the Condominium… Read more »

Posted: July 25, 2018

Questions of Fact Regarding Reasonableness of Calculations Under ISDA Master Agreement Preclude Summary Judgment

On July 2, 2018, Justice Friedman of the New York County Commercial Division issued a decision in Lehman Bros. Intl. (Europe) v. AG Financial Products, Inc., 2018 NY Slip Op. 51100(U), holding that questions of fact regarding the reasonableness of calculations under an ISDA master agreement precluded summary judgment, explaining: In general, it is well… Read more »

Posted: July 15, 2018

Integration Clause Bars Contract Claim Based on Alleged Oral Modification of Mortgage Documents

On June 26, 2018, Justice Scarpulla of the New York County Commercial Division issued a decision in Israel v. Signature Bank, 2018 NY Slip Op. 31370(U), holding that an integration clause barred a breach of contract claim based on an alleged oral modification to a term sheet, explaining: Here, MSI’s claim for breach of contract… Read more »