In Manhattan Chrystie St. Dev. Fund LLC v. Witkoff Group LLC (2023 NY Slip Op 50622(U), 2023 N.Y. Misc. LEXIS 3056), a New York trial court analyzed the meaning of the term "willful misconduct" in a commercial contract (specifically, a guaranty) governed by Delaware law.
The trial court generally...
On March 29, 2023, the SEC-promulgated exemption from securities broker registration for qualifying mergers and acquisitions transactions became effective. Click here [M&A Broker Exemption
Recently, there have been myriad developments that seem like an attack on the enforceability of noncompete clauses in contracts--not only in the context of employment, but also in the context of partnership arrangements and post-closing M&A deals.
Typically, noncompete clauses are included in various types of contracts that govern...
***This blog posting is one in a series that we anticipate posting specifically regarding the importance of spending additional time to carefully review and to write--with precision--the various clauses in business documents in general, and specifically in contracts.***
In FFS Data Corp. v. The OLB...
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In Sutton v. Houllou, 2021 NY Slip Op. 08211, the Appellate Division, Second Department held that a party who entered into contract with a company that had not yet been formed cannot avoid its obligations under the contract. Conversely, the individual who signed the contract using the name of a company that had...
