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New York Commercial Division Case Compendium A Searchable Database of Court Decisions Issued by New York’s Commercial Division

Category Archives: Manufacturing

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Court Finds Stock-Option Agreement Unenforceable, and Covenant-Not-to-Compete Unreasonable

Posted in Breach of Contract, Emerson, Elizabeth, Manufacturing, Motion to Dismiss, Pharmaceutical, Preliminary Injunction, Suffolk

In a November 24, 2015, Commercial Division decision by Justice Emerson, the court granted the defendants’ motion to dismiss the plaintiff’s amended complaint, which contained causes of action against the individual defendants for breach of covenants not to compete, tortious interference with contract and unfair competition.

CISG Preemption of State Law Contract Claim Does Not Compel Dismissal of that Cause of Action

Posted in Breach of Contract, Manufacturing, Motion to Dismiss, Pines, Emily, Statute of Limitations, Suffolk

In a March 12, 2015, Commercial Division decision by Justice Pines, the court denied dismissal of a breach of contract cause of action. In this case, plaintiff U.S. Nonwovens Corp. (“Plaintiff”) entered into an agreement with defendant Nuspark Engineering Corp. (“Nuspark”) for the purchase of a custom automatic filling and sealing machine (“Auto Tubber”) for… Continue Reading

Court Allows County Water Authority to Proceed on Theory of “Market Share Liability” in Products Case

Posted in CPLR 3211, Discovery, Failure to State a Claim, Manufacturing, Motion to Dismiss, Negligence, Pines, Emily, Real estate, Suffolk

In a June 16, 2014, Suffolk County Commercial Division decision by Justice Pines, the court denied defendants’ motion to dismiss plaintiff’s complaint for failure to state a cause of action. Plaintiff-county water authority brought a products-liability action against the defendant-manufacturers of a chemical used primarily in dry-cleaning machines, alleging groundwater contamination caused by the seepage… Continue Reading

Plaintiff Corporate Officer Entitled to Advancement of Legal Fees to Defend Against Counterclaims

Posted in Agriculture, Attorneys' Fees, Breach of Fiduciary Duty, Derivative Actions, DeStefano, Vito M., Indemnification, Manufacturing, Nassau, Unjust Enrichment

In a May 14, 2014 Commercial Division decision by Justice DeStefano, the Court found that a plaintiff was entitled to advancement of attorneys’ fees to pay for the defense of counterclaims asserted against him. The litigation began with plaintiff, a shareholder, officer and former director bringing individual and derivative claims against the another shareholder and… Continue Reading

General Allegations of Reputational Damage and Harassment Insufficient to Support Any Cognizable Counterclaims

Posted in Breach of Contract, Demarest, Carolyn E., Kings, Manufacturing, Motion to Dismiss

In an April 28, 2014, Kings County Commercial Division decision by Justice Demarest, the court granted plaintiffs’ motion to dismiss defendants’ counterclaims in an action for breach of contract involving plaintiffs’ purchase of defendants’ oil/lubrication companies.  Defendants claimed that their reputation had been damaged due to plaintiffs’ alleged utilization of used oil in their products… Continue Reading

Buyer’s Poor Payment History Sufficient for Insecurity under UCC 2-609, Warranting Seller’s Suspension of Performance and Demand for Adequate Assurances

Posted in Breach of Contract, Estoppel, Fraud, Manufacturing, Pines, Emily, Suffolk, Summary Judgment

In an April 15, 2014 Commercial Division decision by Justice Pines, the court granted the defendants’ motion for summary judgment dismissing the complaint. The action arose from the plaintiff’s allegations that in demanding increased security based on the plaintiff’s prior history of not paying outstanding orders, the defendant Kabco – a manufacturer of vitamins and… Continue Reading

Contract Claim Governed by UCC, Thus Shorter Statute of Limitations Leads to Dismissal: Corona Treasures LLC v Star Home Designs, LLC

Posted in Breach of Contract, Conversion, Fraud, Kings, Manufacturing, Schmidt, David I., Statute of Limitations, Unjust Enrichment

In a December 11, 2013 Commercial Division decision by Justice Schmidt, the Court dismissed claims for breach of contract, unjust enrichment, conversion, fraud and fraudulent concealment in an action brought by a buyer to recover damages for defective goods purchased.  The Court concluded that since the action was one for “goods sold and delivered,” it… Continue Reading

Plaintiffs Fail to Adequately Plead Demand Futility for Derivative Action On Behalf of GE

Posted in Bransten, Eileen, CPLR 3211, Demand Futility Doctrine, Derivative Actions, Discovery, Documentary Evidence, Financial services, Manufacturing, Motion to Dismiss, New York, Summary Judgment

In a November 7, 2013 decision by Justice Bransten the court dismissed a consolidated shareholders derivative action brought in the name of General Electric.  The court found that the plaintiffs did not sufficiently particularize their allegations that the directors who decided not to pursue the litigation lacked independence or were not disinterested.  The court further… Continue Reading

Plaintiff’s Breach of Contract and Related Claims Against Aircraft Manufacturer Are Grounded Before Takeoff: Leki Aviation A/S v B/E Aerospace, Inc. et al.

Posted in Anticipatory Repudiation, Breach of Contract, Fraud, Fraudulent Inducement, Manufacturing, Misrepresentation, New York, Sherwood, O. Peter, Tortious Interference With Contract, Transportation, Wholesale

In a June 14, 2013 decision by Justice Sherwood the court dismissed a complaint in its entirety based on a failed deal to distribute oxygen systems for civil and military aircraft.  In September 2011 Airbus acquired a company that distributed oxygen systems manufactured by B/E Aerospace.  Because of concerns of the reactions from other aircraft… Continue Reading

Information Omitted from Proxy Statement Regarding Executive Compensation Not Sufficiently Material to Maintain Derivative Claims Against Board of Directors: Morrison v Hain Celestial Group, Inc.

Posted in Aiding and Abetting, Breach of Fiduciary Duty, CPLR 3025, CPLR 3211, DeStefano, Vito M., Manufacturing, Motion for Leave to Amend, Motion to Dismiss, Nassau

In a June 20, 2013, decision by Justice DeStefano, the court denied plaintiffs’ motion for leave to amend and granted defendants’ motion to dismiss the complaint.  Plaintiff-shareholders sued the board of directors of an organic-foods manufacturer, alleging that defendants failed to disclose sufficient information in a proxy statement regarding a proposed executive-compensation package and stock-bonus… Continue Reading

Shareholders’ Conclusory Allegation of Demand Futility Insufficient to State a Derivative Claim Against Corporate Board: In re Avon Products, Inc. Shareholders Litigation

Posted in Bransten, Eileen, Breach of Fiduciary Duty, Derivative Actions, Manufacturing, Motion to Dismiss, New York, Shareholder Dispute

In a March 5, 2013 decision by Justice Bransten, the court granted the defendants’ motion to dismiss the action brought derivatively and directly by five shareholders of Avon Products, which alleged that Avon’s Board breached its fiduciary duties by refusing to enter into discussions and negotiations with a potential purchaser of Avon. The court dismissed… Continue Reading

Court Confirms Arbitration Award Over Objections: Edgewater Growth Capital Partners LP et al. v Greenstar North American Holdings, Inc.

Posted in Arbitration, Arbitration Award, Bransten, Eileen, Manufacturing, New York

In a January 2, 2013 decision by Justice Bransten, the court denied plaintiffs’ motion to vacate an arbitration award and granted defendant’s cross-motion to confirm the award.  Plaintiffs argued that the purported arbitration provision was really a “narrow damages valuation clause” or a mechanism for an “appraisal” and therefore, the arbitration panel did not address… Continue Reading

Membership in LLC Standing Alone Does Not Confer Personal Jurisdiction over Foreign Entity: Global Mar. Power, Inc. v Kustom Engines & Performance Eng’g

Posted in Breach of Contract, Emerson, Elizabeth, Forum Selection Clause, Manufacturing, Motion to Dismiss, Personal Jurisdiction, Suffolk

In a September 4, 2012 decision by Justice Emerson, the court granted in part and denied in part the defendants’ motion to dismiss the amended complaint which alleged that the defendants breached the parties’ contract by failing to pay $10,000 to purchase the plaintiff’s engine manufacturing business. The court initially granted the plaintiff leave to… Continue Reading

Court Denies Brothers’ Motion to Dismiss Complaint in Action for Common Law Dissolution Brought by their Sisters: White v Fee

Posted in Breach of Fiduciary Duty, CPLR 3211, Discovery, Dissolution, Fiduciary Duty, Manufacturing, Motion to Dismiss, Scheinkman, Alan D., Statute of Limitations, Westchester

In a June 7th decision by Justice Scheinkman, the court denied the defendants’ pre-discovery motion to dismiss the complaint, except that it granted the motion with respect to certain claims that were barred by the statute of limitations.  The plaintiffs, who are sisters, commenced this action for common law dissolution alleging that it was their… Continue Reading

Counsel’s Access to Plaintiff’s Books and Records and Account Information in Prior Action Disqualifies Him from Representing Defendant in Related Action: Kang v Jun Hee Lee

Posted in Conversion, Driscoll, Timothy, Manufacturing, Motion to Dismiss, Nassau, Personal Jurisdiction

In a May 2, 2012, decision by Justice Driscoll, the court granted plaintiffs’ motion to disqualify defendant’s counsel.  In a prior, related action between the same parties involving similar causes of action for, among other things, misappropriation and conversion of plaintiff-company’s customer list and account information, Supreme Court granted defendant-shareholder’s motion to dismiss for lack… Continue Reading

Economic Justification Defense Fails Where Defendant Cannot Show that Contract Interference Was in the Financial Interest of Its Affiliate: Due Pesci Inc. v Threads for Thought, LLC

Posted in Bransten, Eileen, Business tort, CPLR 3211, Manufacturing, Motion to Dismiss, New York, Tortious Interference with Business Relations

In a February 6, 2012, decision by Justice Bransten, the court denied defendants’ motion to dismiss plaintiff’s cause of action for tortious interference with a contract. Plaintiff sold defendant-manufacturer’s apparel lines under an agreement, allegedly as an exclusive sales agent. Plaintiff claimed that defendant-manufacturer began selling its apparel lines through another sales group and asserted a claim… Continue Reading

Motions for Summary Judgment Denied: Quoizel, Inc. v Hartford Fire Ins. Co.

Posted in CPLR 3212, Insurance, Insurance Coverage, Manufacturing, New York, Oing, Jeffrey K., Summary Judgment, Valuation

In a November 14, 2011 decision by Justice Oing, the court denied both the plaintiff’s and the defendant’s motions for summary judgment. Quoizel, in the business of manufacturing lighting and home décor accessories, brought suit against Hartford, its commercial liability insurance provider, after a sprinkler system leak damaged its South Carolina warehouse and inventory therein…. Continue Reading

Use of Fictitious Names for Invoicing May Support a Piercing Claim but Does Not Constitute Fraud: FSA Fortex, AB v Universal Exports, Inc.

Posted in Breach of Contract, Contract Interpretation, Fraud, Manufacturing, Piercing Corporate Veil, Pines, Emily, Suffolk, Summary Judgment

In a July 26, 2011, decision by Justice Pines, the court granted in part and denied in part defendant-sellers’ motion for summary judgment dismissing plaintiff-buyer’s causes of action alleging breach of contract, piercing the corporate veil, fraud, and punitive damages. The parties entered into a contract for the provision of a variation of pulp for making… Continue Reading

Website Showing Unlicensed Products Cannot Support Common Law Unfair Competition Claim: Versadial Inc. Donaldson

Posted in Bucaria, Stephen A., Manufacturing, Motion to Dismiss, Nassau, Tortious Interference with Business Relations

In a June 24, 2011 decision by Justice Bucaria the court partially granted a motion to dismiss. The lawsuit involved the licensing of patents for dispensing items such as lipstick, sunscreen and certain pharmaceutical products. Plaintiff sublicensed the patents but ran out of money and didn’t pay the royalty fees. Defendants’ position was that the non-payment of the… Continue Reading

Twenty Year Old “Letter Agreement” is an Enforceable Contract, Not an Agreement to Agree: Martin v Southern Container Corp.,

Posted in Breach of Contract, Contract Interpretation, Good faith and fair dealing, Manufacturing, Motion to Amend, Motion to Dismiss, Pines, Emily, Suffolk, Summary Judgment, Unjust Enrichment

In an October 19, 2010 decision by Justice Pines the court partially granted defendants’ motion for summary judgment. The parties’ dispute arose from a twenty year old “letter agreement” which outlined plaintiff’s employment terms with defendant. Plaintiff alleged that defendant breached the contract by not assigning him all of his father’s accounts when his father retired and… Continue Reading

Lafarge Bldg. Materials, Inc. v. Pozament Corporation, Sup Ct, Albany County, August 24, 2010, Platkin, J., Index No. 3333/04

Posted in Albany, Anticipatory Repudiation, Breach of Contract, Contract Damages, Contract Interpretation, Estoppel, Interference with Prospective Advantage, Manufacturing, Material Breach, Oral Modification, Platkin, Richard, Summary Judgment

In an August 24, 2010, decision by Justice Platkin in connection with a breach-of-contract action between plaintiff-cement manufacturer and defendant-fly ash supplier, and on the parties’ cross-motions for summary judgment on the issue of plaintiff’s performance under the parties’ service agreement, the court granted plaintiff’s motion and dismissed defendant’s counterclaim, finding that plaintiff had performed… Continue Reading

Union Carbide Corp. v Affiliated FM Ins. Co., Sup Ct, New York County, September 9, 2010, Ramos, J, Index No. 600804/04

Posted in Breach of Contract, Collateral Estoppel, Estoppel, Insurance, Insurance Coverage, Manufacturing, New York, Ramos, Charles E., Summary Judgment

In a September 9, 2010, decision by Justice Ramos in connection with an insurance-coverage dispute between plaintiff-asbestos provider and defendant-insurers, and on cross-motions for summary judgment regarding a loss-of-fortuity exclusion in the related insurance policy, the court, “on weighing the public policy that . . . contracts for insurance based upon a known loss should… Continue Reading

Bajan Group, Inc. v Consumers Interstate Corp., Sup Ct, Albany County, August 12, 2010, Platkin, J., index No. 1099/07

Posted in Albany, Breach of Contract, Collateral Estoppel, Estoppel, Manufacturing, Platkin, Richard, Summary Judgment, Tortious Interference with Business Relations, Unjust Enrichment

In an August 12, 2010 decision by Justice Platkin, the Court granted a motion for summary judgment on a breach of contract claim alleging the non-payment of invoices the plaintiff submitted to the defendant for products the defendant received.  The court then assessed whether the plaintiff’s damages were off-set by the defendant’s numerous counterclaims. The… Continue Reading

New York Packaging II, LLC v Peace Prod. Co., Sup Ct, Nassau County, Sept. 10, 2010, Warshawsky, J, index No. 006300/10

Posted in Breach of Fiduciary Duty, Business tort, CPLR 3211, Documentary Evidence, Fraud, Manufacturing, Motion to Dismiss, Nassau, Negligence, Preliminary Injunction, Unjust Enrichment, Warshawsky, Ira B.

In a September 10, 2010, decision by Justice Warshawsky in connection with an action by plaintiff-manufacturer alleging various business torts against defendant-employee, and on defendant’s motion to dismiss under CPLR 3211 [a] [1] and [a] [2], the court 1) denied defendant’s motion based on documentary evidence, finding that the order slips reflecting a pre-existing relationship… Continue Reading