Schlam Stone & Dolan Partner Jeffrey M. Eilender Discusses Whether Contractual Disclaimers Can Waive Fraud Claim
The West Virginia Intermediate Court of Appeals reversed a decision that a national broker franchisor, Ameriprise Financial, Inc., fraudulently induced a franchisee into buying the business of another Ameriprise franchisee,...more
Federal courts have long recognized fraud in the inducement (also referred to as simply “fraudulent inducement”) (“FITI”) as an actionable theory of recovery under the False Claims Act (“FCA”). However, while loosely rooted...more
A federal court recently enjoined a franchisor from terminating a franchise agreement or interfering with a franchisee’s operations pending the resolution of the franchisor’s motion to transfer venue....more
Imagine devoting years of costly litigation to rescinding a $1 million equity investment in an LLC for fraudulent inducement, prevailing on the merits by clear and convincing evidence after a full trial, but losing anyway...more
Nestled between Broadway and Church Street in New York City’s hottest neighborhood is the landmarked, stone-façade building at 66-68 Reade Street. Now marketed as the superluxury boutique condominium complex 66 Reade, the...more
How Express Contract Terms and the Negotiation Process May Affect Liability - Parties entering into a contract should negotiate in good faith, but parties must also perform due diligence to protect their own interests. In...more
Most commercial contracts contain a choice of law provision and/or forum-selection clause. Under New York law, it is well recognized “that parties to a contract may freely select a forum which will resolve any disputes over...more
Three weeks ago, I wrote about the Bak v Rostek case in Brooklyn Supreme Court addressing the duty to disclose third-party offers amidst buy-out negotiations between co-owners. ...more
The Supreme Court of Texas in its recent IBM decision provided further clarity to what contracting parties must say in their contracts to disclaim fraudulent inducement claims. Int’l Bus. Mach. Corp. v. Lufkin Indus., LLC,...more
A recent decision from the Texas Supreme Court has closed the door for good on certain fraud and fraudulent inducement claims based on false representations that are contradicted by the parties’ agreement. In Mercedes-Benz,...more
Trascent Management Consulting LLC v. Bouri, C.A. 10915-VCMR (September 10, 2018) - This is an interesting decision because it holds that an entity may bring a fraudulent inducement claim for statements made before it was...more
Generally speaking, a fraud claim that is “duplicative” of a breach of contract claim will be dismissed. But when is a fraud claim sufficiently duplicative of a breach of contract claim so as to warrant its dismissal? The New...more
In the corporate context, Delaware has long recognized a public policy in favor of both indemnification and advancement. “Indemnification encourages corporate service by capable individuals by protecting their personal...more
On December 27, Ambac Assurance Corporation filed a complaint against several Countrywide entities and Bank of America Corporation in New York state court, seeking to recover at least $600 million in damages in connection...more
In early September, a New York district court granted defendants United States Polo Association, Inc. (“USPA”) and Arvind Ltd.’s (“Arvind”) motion to compel arbitration. It further dismissed Ralph Lauren Corporation and its...more
We are pleased to introduce the inaugural issue of Goodwin Procter’s Business Litigation Reporter. This unique publication provides timely summaries of key cases and other developments within dedicated Business Litigation...more