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Before addressing how you prove a negligent misrepresentation claim, we first have to define what it is – and what it isn’t. Unlike its cousin, the fraud claim, negligent misrepresentation does not require a showing of malicious intent or recklessness by the defendant; rather, it requires that the plaintiff prove the following by a preponderance [...]
In a June 15 decision in Callisto Pharm. Inc. v. Picker, New York’s Appellate Division, First Department affirmed the trial court’s ruling that dismissed the plaintiff’s claims that its employee was secretly negotiating with their business partner, and therefore liable in breach of contract, fraud and breach of fiduciary duty. In addition, the plaintiff claimed [...]
In my earlier blog post “Why Fraudulent Concealment Claims Are So Tough to Win in New York,” I pointed out that one of the challenges of these claims is posed by contractual language that the purchaser signs stating that they didn’t rely on any representations by the seller. As a New York trial court recently [...]
Under New York law, when a seller deliberately hides information that is critical to the buyer’s decision to invest or not to invest, this is generally referred to as “fraudulent concealment.” A word of caution is in order, however: this type of claim is particularly challenging because in addition to the traditional elements of proof [...]
So you’ve spent weeks, maybe even months, of back and forth negotiations on this deal … and you’ve finally reached an agreement. And after the euphoria of finally closing the deal and closing on the contract wears off, a problem arises. And when you go back to look at the contract you realize that some [...]
It is no secret that mandatory arbitration clauses have essentially become standard fare in business contracts, particularly in the employment or consultant context. But, as a Federal appeals court recently held, “It is well-accepted that although the presumption in favor of arbitration is strong, “the obligation to arbitrate nevertheless remains a creature of contract.” Louis [...]
Although it is far from common knowledge, there is another option that may be available to recoup your losses in the breach of contract context, particularly in the event that a damages award will not make you whole. And that is through is the equitable doctrine of rescission, which aims to restore the “status quo [...]
As you may know, under New York law, every contract carries an implied covenant (i.e., promise) of “good faith and fair dealing.” 511 West 232nd Owners Corp. v Jennifer Realty Co., 98 NY2d 144, 746 NYS2d 131, 773 NE2d 496. But what on earth does that mean? It’s actually rather tricky; in fact, New York’s [...]
This was just one of the issues that New York Federal Judge Jack Weinstein had to address in Globaltex Group Ltd. v. Trends Sportswear Ltd., a commercial litigation case where the plaintiff sought to recover payment for goods that it shipped. The facts of this case were – and are – rather fascinating. In this [...]
In a strongly worded — and educational — opinion, a New York Federal Judge went out of his way to delineate what allegations suffice, and in White v. National Home Protection, Inc., what did not suffice, to survive dismissal on a claim seeking to pierce the corporate veil. In granting the defendants’ motions to dismiss [...]
3 Reasons Why
Your Employment Agreement
May be Worthless
NY Breach of Contract Guide:
When You Don't Have a
Written Agreement
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