Category Archives: Contracts

Was Guarantee An Instrument For the Payment of Money?

Kitchen Winners NY, Inc. sought summary judgment in lieu of complaint pursuant to CPLR 3213 against David Triptow and TT Red Solutions. LLC. In support of the motion, a representative of KWNY averred that Triptow and  TT Red had executed a guaranty, pursuant to which they promised to repay a $450,000 deposit paid by KWNY pursuant to a purchase agreement KWNY entered into with nonparties Humpf (Chengdu) Industrial Co. Ltd. and Legend Sport Limited—HK, in the event that the goods that were the subject of the purchase agreement, namely, disposable medical gloves, were not delivered.

KWNY’s representative further averred that the gloves were not delivered by the date set forth in the purchase agreement for such delivery, triggering Triptow’s obligation under the guaranty to repay the deposit, and Triptow had remitted only $50,000 of the $450,000 owed.

This was originally published on the SGR Blog.

Court Determines if Seller Has Legally Cognizable Claims

Our Courts usually do not permit a breach of contract claim to be escalated to the business tort of breach of fiduciary duty. But, as a recent case illustrates, unique circumstances, collateral factors, and allegations of fraud and concealment may justify the claim.

Tiny 1, Ltd. and others alleged that Georges Berberi and Matt Auerbach, both of whom were affiliated with Samfet Marble Inc., sought to purchase Tiny 1, formerly known as Port Morris Tile & Marble Corp., and schemed to control Port Morris’s financial operations while its sole owner, Vincent DeLazzero, was ill. The complaint further alleged that Berberi and Auerbach fraudulently concealed wire transfers from Port Morris to Samfet, increased Port Morris’s debt, denied DeLazzero timely access to Port Morris’s books and records, which had been falsified by James Coyle and Michael Giambra, and ultimately forced DeLazzero to sell Port Morris for far less than it was originally worth.

This was originally published on the SGR Blog.

Mundane business transactions involving relatively small amounts may nevertheless raise a variety of factual and legal issues. And, as a recent case illustrates, what started as a garden variety case arising out of the consignment of a Persian rug to a dealer became a far more complicated dispute with the passage of time.

Jahanshah Josh Nazimayal and Rugs and Kilim Corp. are carpet dealers. Peter Lentz owns a Persian Mahal rug. Pursuant to a consignment agreement dated June 21, 2011, Nazimayal and Kilim acknowledged receiving Lentz’s rug and agreed to try to sell it for a 20% commission.