Category: Breach of Contract
Broker Must be the “Procuring Cause” of the Sale to be entitled to Sale Commission.
In Capin & Assoc., Inc. v. Herskovitz, 2021 NY Slip Op. 03249, the Court held that a broker was not entitled to a sales commission because Defendant used another brokerage firm to make an offer, enter into negotiations, conduct due diligence, and close the transaction. Accordingly, the Plaintiff...
Breach of confidentiality clause in LOI/Term Sheet preceding M&A deal
In Garda USA, Inc. v. Sun Capital Partners, Inc., 2021 NY Slip Op. 03146, the Court held that a party's disclosure of ongoing negotiations can cause it to be liable for time and money spent by the other party with respect to the negotiations.
Understanding Breach of Contract Damages: Compensatory vs. Consequential
When two parties execute a contract, they are legally bound to abide by the terms of the agreement. If one party breaches the contract, it can cause considerable problems for the other party. Following a breach of contract, the non-breaching party can choose from several legal remedies. In this article, we discuss...
Liquidated (specific amount of) damages for breach of exclusivity clause . . . upheld
In Raven Capital Mgt. LLC v. Georgia Film Fund 72, LLC, 2021 NY Slip Op. 30393(U) [Case Index # 652463/2020], the court upheld the liquidated damages clause (termination fee) in the parties' contract (which was a Term Sheet that required only that the business intermediary and the potential buyer...