On May 12, 2021, Justice Borrok of the New York County Commercial Division issued a decision in Board of Mgrs. of the St. Tropez Condominium v. JMA Consultants, Inc., 2021 NY Slip Op. 31646(U), dismissing a common law indemnification claim because the party seeking indemnification was alleged to have participated in the wrongdoing, explaining: As... Read more »
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Posts Categorized: Indemnification and Advancement
Common Law Indemnification Claim Fails When the Putative Indemnitee Settles its Claims
On April 19, 2021, Justice Borrok of the New York County Commercial Division issued a decision in Board of Mgrs. of 141 Fifth Ave. Condominium v. 141 Acquisition Assoc. LLC, 2021 NY Slip Op. 50343(U), holding that a common law indemnification claim failed because the putative indemnitee had settled its claim, explaining: The Board/Sponsor’s common... Read more »
Court Finds Defendant Bound by Indemnification Provision
On December 23, 2020, Justice Cohen of the New York County Commercial Division issued a decision in Playboy Enters. Intl., Inc. v. Meredith Corp., 2020 NY Slip Op. 34295(U), holding that a defendant was bound by a contractual indemnification provision, explaining: SMS argues that the complaint fails to state a cause of action for contractual... Read more »
Corporate Officers Granted Indemnification Under BCL
On November 25, 2020, the Second Department issued a decision in Federico v. Brancato, 2020 NY Slip Op. 07036, affirming the indemnification of corporate officers under the BCL, explaining: We agree with the Supreme Court’s determination granting Anthony’s motion pursuant to Business Corporation Law § 724 to be indemnified by CGS for the damages, costs... Read more »
No Entitlement to Indemnification or Advancement In Suit Between Contracting Parties Unless Indemnification Provision Unequivocally Requires It
On November 05, 2020, the First Department issued a decision in Shatz v. Chertok, 2020 NY Slip Op. 06369, holding that there was no entitlement to indemnification or advancement in a suit between contracting parties because the indemnification provision did not unequivocally reflect that intent, explaining: The motion court properly dismissed defendants’ counterclaim for the... Read more »
Court Enforces Contract Provision Granting Prevailing Party Double its Attorneys’ Fees
On September 30, 2020, the Second Department issued a decision in Loughlin v. Meghji, 2020 NY Slip Op. 05196, enforcing a contract provision granting a prevailing party double its attorneys’ fees, explaining: We disagree with the Supreme Court’s sua sponte determination that the provision of the PSA, which, in the event of litigation, allows for... Read more »
Trust Entitled to Fees in RMBS Put-Back Action Based on Representation and Warranty Breaches
On May 25, 2020, Justice Friedman of the New York County Commercial Division issued a decision in Part 60 Put-Back Litigation, 2020 NY Slip Op. 31693(U), holding that a trustee can obtain attorneys’ fees from a seller in an RMBS put-back action based on representation and warranty breaches, but not deciding whether fees would be... Read more »
Party Whose Liability Was Only Vicarious Entitled to Common Law Indemnification
On April 20, 2020, Justice Cohen of the New York County Commercial Division issued a decision in Shah v. 20 E. 64th St. LLC, 2020 NY Slip Op. 31002(U), holding that a party whose liability was only vicarious was entitled to common law indemnification, explaining: Common-law indemnification is warranted where a defendant’s role in causing... Read more »
Litigant Not Entitled to Indemnification by Contractual Counter-Party Because Contract Was Not Unmistakably Clear
On April 17, 2020, Justice Borrok of the New York County Commercial Division issued a decision in Huguenot LLC v. Megalith Capital Group Fund I, LP, 2020 NY Slip Op. 30966(U), holding that a litigant was not entitled to contractual indemnification in an intra-party litigation because the indemnification provision in the contract was not unmistakably... Read more »
Existence of Contract Bars Claim for Equitable Indemnification
On April 13, 2020, Justice Borrok of the New York County Commercial Division issued a decision in Allergan Fin., LLC v. Pfizer Inc., 2020 NY Slip Op. 50422(U), holding that the existence of a contract that addressed indemnification barred a claim for equitable indemnification, explaining: The principle of equitable indemnification, also known as common law... Read more »