Commercial & Corporate

Cases

1. Enforcement of Note; Fraud Defense

   Enforced a promissory note in connection with a multi-million dollar stock sale asserted as a counterclaim in purchaser’s action for fraud. After trial, New York’s State Supreme Court Justice, sitting in the Commercial Part, held that our client had not committed any fraud and, except for minor adjustments to the purchase price allowed for in the Stock Purchase Agreement, held that our client was entitled to payment of a $2,000,000 promissory note delivered by purchaser at the closing and was further entitled to payment of $300,000 for unpaid wages under the accompanying employment agreement as well as interest amounting to over $1,000,000 and legal fees to be determined. The case twice went to the Appellate Division.  J.A.O. Acquisition Corporation v. Jeffrey D. Stavitsky (Index No. 604798/99).
   

2. Fraud Defense

   Successfully defended an electronics manufacturer in an action brought by an investment consultant for fraud, breach of fiduciary duty and breach of an alleged joint venture agreement arising out of an acquisition of a former East German manufacturing concern. After trial, all of the plaintiff’s claims were dismissed except for an undisputed claim for a consulting fee. Schubert v. Marwell, 218 A.D.2d 693, 630 N.Y.S.2d 547 (A.D. 2nd Dep't. 1995).  
   

3. Contract Claim

   Obtained $1.35 million jury verdict for West Mill Clothes, Inc. in New York State Supreme Court in action for breach of sales contract and breach of warranty regarding defective tuxedos. Settled on appeal. West Mill Clothes, Inc. v. Kuffner Textile Corporation, No. 97 Civ. 605505 (N.Y. Sup. Ct. 2001).
     
   

4. Unfair Practices Defense

   Successfully represented franchisor in appeal from judgment granting recovery of real property, inventory and equipment previously owned by franchisee. The Appellate Division held that the franchisor had not engaged in unfair business practice forcing franchisee into default by opening competing 'super store' near franchisee. Aid Auto Stores v. Seymour's Auto Supply, 235 A.D.2d 417, 652 N.Y.S.2d 86 (A.D. 2nd Dep't. 1997). 
   

5. Jurisdictional Defense

   Represented the appellee in a shareholder’s derivative suit commenced pursuant to the Delaware Sequestration statute. In this landmark decision, the United States Supreme Court held that Delaware’s assertion of quasi in rem jurisdiction, based solely on the statutory presence of property in Delaware unrelated to the underlying cause of action (dual situs of stock), violated the due process clause of the United States Constitution and held that the principles of International Shoe Co. v. Washington, 326 U.S. 310 (1945), would be extended to govern assertions of quasi in rem as well as in personam jurisdiction. Shaffer v. Heitner, 433 U.S. 186 (1977).
   

Employment

1. For Representative Cases involving Employment Law, click here.
   

Finance

1. Property Tax Defense

   Successfully represented a major media company in obtaining property tax refunds totaling over $1.1 million in a litigation against the City of New York and the New York State Office of Real Property Services. N.Y. Supreme Court, Albany County (2004). 
   

2. Contract Defense

   Obtained summary judgment dismissing claim that 3M Global Trading, Inc. (3M) was co purchaser of manufactured goods. 3M’s role in transaction was limited to financing purchases by opening letters of credit. Knic Knac Agencies v. Masterpiece Apparel, 1997 U.S. Dist. LEXIS 1180 (S.D.N.Y. 1997), 1999 U.S. Dist. Lexis 3267 (S.D.N.Y. 1999).  
   

3. Jurisdictional Defense

   Successfully represented defendant in action in which New York Court of Appeals held that existence of a relationship between defendant and banking institution at which a letter of credit had been opened was insufficient to support the exercise of in personam jurisdiction over defendant. Nemetsky v. Banque de Dev. de La Republique DU Niger, 48 N.Y.2d 962, 425 N.Y.S.2d 277 (1979). 

4. Tax Defense

   Representing cable television company in New York State on tax matters currently and for many years, including case that first established that cable television service may not be taxed as telephone or telegraph service. Manhattan Cable TV Services, Div. of Sterling Information Services, Inc. v. Freyberg, 49 N.Y.2d 868, 427 N.Y.S.2d 933 (1980).
   

Additional areas of expertise in commercial litigation include:

Antitrust (Civil). Represented plaintiffs in group boycott and commercial bribery cases.

Antitrust (Criminal). Defended against criminal claims of price fixing and bid rigging in electrical contracting, concrete, asphalt, milk and matzoh industries.

Attorney Discipline. Represented attorneys accused of breaches of professional ethics.

Contract Disputes. Represented publisher in author’s claim that royalty was payable when publisher assigned its agreement as part of a sale of assets.

Insurance. Represented companies and individuals in insurance coverage disputes.

Libel Defense. Defended against libel claims brought against newsletter publishers.

New York Stock Exchange Arbitrations. Represented investors in claims against brokerage firms.

Product Liability. Represented defendants in product liability cases in the chemical, manufacturing, and related industries.

RICO. Defended against RICO insurance fraud claims.

Securities Law. Represented defendants in securities fraud disputes.

Tariffs. Represented importer of high-voltage electric cable in challenge to tariff assessment in United States Court of International Trade.

Taxation. Represented cable television companies in State and municipal sales, franchise and commercial rent tax disputes. Represented individuals in personal income tax litigation.

Prior results do not guarantee a similar outcome.