Contract and Quasi-Contract Claims May be Made in the Alternative When There is a Dispute Over the Existence of the Contract
Commercial Case Notes / Contracts / Quantum Meruit/Unjust Enrichment

Contract and Quasi-Contract Claims May be Made in the Alternative When There is a Dispute Over the Existence of the Contract

On October 3, 2025, the Fourth Department issued a decision in JSC Mgt. Group, LLC v. West Gen. Contrs., LLC, 2025 NY Slip Op. 05351, holding that contract and quasi-contract claims may be made in the alternative when there is a dispute over the existence of a contract . . . Continue reading Contract and Quasi-Contract Claims May be Made in the Alternative When There is a Dispute Over the Existence of the Contract

Claim Dismissed For Failure to Prove Exceptions to Enforcement of No Damages For Delay Clause
Commercial Case Notes / Contracts

Claim Dismissed For Failure to Prove Exceptions to Enforcement of No Damages For Delay Clause

On September 30, 2025, the First Department issued a decision in Henick-Lane, LLC v. Stellar Mgt. Group, Inc., 2025 NY Slip Op. 05190, holding that a breach of contract claim failed for lack of proof of any of the exceptions to the enforcement of a no damages for delay clause . . . Continue reading Claim Dismissed For Failure to Prove Exceptions to Enforcement of No Damages For Delay Clause

Covenant of Good Faith and Fair Dealing Cannot Be Used to Imply Contract Term the Parties Agreed to Omit
Commercial Case Notes / Contracts

Covenant of Good Faith and Fair Dealing Cannot Be Used to Imply Contract Term the Parties Agreed to Omit

On September 24, 2025, the Second Department issued a decision in Wymara, Ltd. v. Gansevoort Hotel Group, LLC, 2025 NY Slip Op. 05124, holding that the covenant of good faith and fair dealing could not be used to imply a contract term that parties had agreed to omit from their agreement . . . Continue reading Covenant of Good Faith and Fair Dealing Cannot Be Used to Imply Contract Term the Parties Agreed to Omit

Summary Judgment in Lieu of Complaint Cannot be Based on Breach of Contract
Commercial Case Notes / Contracts / Summary Judgment

Summary Judgment in Lieu of Complaint Cannot be Based on Breach of Contract

On September 3, 2025, Justice Cohen of the New York County Commercial Division issued a decision in Jefferies LLC v. Blaize Holdings, Inc., 2025 NY Slip Op. 33272(U), holding that an action for summary judgment in lieu of complaint cannot be based on a mere breach of contract . . . Continue reading Summary Judgment in Lieu of Complaint Cannot be Based on Breach of Contract

Exchange of E-Mails Agreeing to Settle Did Not Create Binding Agreement Because of Failure to Agree to Material Terms
Commercial Case Notes / Contracts

Exchange of E-Mails Agreeing to Settle Did Not Create Binding Agreement Because of Failure to Agree to Material Terms

On September 2, 2025, Justice Reed of the New York County Commercial Division issued a decision in CoPilot Travel, Inc. v. Magstar Capital, LLC, 2025 NY Slip Op. 51388(U), holding that an exchange of e-mails agreeing to settle did not create a binding settlement agreement because the parties did not agree on all the material terms of the agreement . . . Continue reading Exchange of E-Mails Agreeing to Settle Did Not Create Binding Agreement Because of Failure to Agree to Material Terms

Contract Claim Dismissed for Failure Adequately to Allege the Formation of a Contract
Commercial Case Notes / Contracts

Contract Claim Dismissed for Failure Adequately to Allege the Formation of a Contract

On July 23, 2025, Justice Chan of the New York County Commercial Division issued a decision in Water Energy Servs. LLC v. SK Capital Partners LP, 2025 NY Slip Op. 33073(U), dismissing a claim for breach of an oral contract for failure adequately to allege the formation of a contract . . . Continue reading Contract Claim Dismissed for Failure Adequately to Allege the Formation of a Contract