Commercial Case Notes analyzes legal topics of interest in recent decisions from or relating to New York’s Commercial Division
On June 22, 2023, the First Department issued a decision in Talking Capital Windup LLC v. Omanoff, 2023 NY Slip Op. 03424, holding that an unclean hands defense was not available for claims unrelated to the claims in suit . . . Continue reading Unclean Hands Defense Not Available for Conduct Unrelated to Claims in Suit
On June 22, 2023, the First Department issued a decision in Haussmann v. Baumann, 2023 NY Slip Op. 03407, holding that the internal affairs doctrine barred a derivative action . . . Continue reading Derivative Action Barred by Internal Affairs Doctrine
On June 20, 2023, the First Department issued a decision in Cresco Labs N.Y., LLC v. Fiorello Pharms., Inc., 2023 NY Slip Op. 03305, holding that a plaintiff was not entitled to consequential damages for breach of a letter of intent . . . Continue reading Plaintiff Not Entitled to Consequential Damages for Breach of Letter of Intent
On June 7, 2023, Justice Cohen of the New York County Commercial Division issued a decision in Downtown Special Situations Holdings, LLC v. Mills Dental-Downtown Brooklyn, PLLC, 2023 NY Slip Op. 31930(U), defaulting a limited liability company for failure to appear through counsel . . . Continue reading LLC Defaulted for Failure to Appear by Counsel
On June 15, 2023, the First Department issued a decision in Barnett v. Berkowitz, 2023 NY Slip Op. 03286, holding that a claim for breach of the duty of good faith and fair dealing can exist when the defendant has not breached a term of a contract . . . Continue reading Claim for Breach of the Duty of Good Faith and Fair Dealing Can Exist Even When a Contract Term Has Not Been Breached
On June 15, 2023, the First Department issued a decision in Parkmerced Invs., LLC v. WeWork Cos. LLC, 2023 NY Slip Op. 03290, holding that a breach of contract claim cannot be based on a term sheet that by its terms is non-binding . . . Continue reading Contract Claim Cannot Be Based on Term Sheet That By its Terms is Non-Binding
On June 13, 2023, the First Department issued a decision in Republic of Kazakhstan v. Chapman, 2023 NY Slip Op. 03211, holding that an arbitral award could not be challenged in court based on newly-discovered evidence . . . Continue reading Arbitral Awards Cannot Be Challenged in Court Based on New Evidence
On June 13, 2023, the First Department issued a decision in RCM Tech. Inc. v. Maric Mech., Inc., 2023 NY Slip Op. 03210, holding that a “whereas” clause did not create contractual rights . . . Continue reading Whereas Clause Does Not Create Contractual Rights
On June 15, 2023, the Court of Appeals issued a decision in IKB Intl., S.A. v. Wells Fargo Bank, N.A., 2023 NY Slip Op. 03302, holding that a no-action clause Continue reading No-Action Clause Cannot Bar Claim Against RMBS Trustee
On June 13, 2023, the Court of Appeals issued a decision in Gottwald v. Sebert, 2023 NY Slip Op. 03183, holding that the litigation privilege is absolute, but that a defamation claim can be based on pre-litigation statements if the statements were not made in good faith . . . Continue reading Litigation Privilege Absolute, But Defamation Claim Can be Based on Pre-Litigation Statements if Not Made in Good Faith
