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Case Law Database

Access over workers' compensation decisions, including En Banc, Significant Panel Decisions, and writ-denied cases.

Case No. MISSING
Regular Panel Decision
Feb 08, 1984

Klein v. Jamor Purveyors, Inc.

This case involves an appeal concerning the enforceability of an alleged oral modification to a written corporate shareholders' agreement. The original agreement, between Jack Klein (decedent), Michael Jacobson, and Jamor Purveyors, Inc., stipulated a $55,000 buy-out price for a deceased shareholder's stock. The plaintiff, as executrix of Klein's estate, claimed an oral agreement increased this buy-out price to $155,000. Special Term dismissed the claims, asserting the oral modification was barred by the Statute of Frauds and a clause in the original agreement requiring written modifications. The Appellate Court affirmed this decision, ruling that the alleged oral agreement fell within the Statute of Frauds and that the plaintiff's arguments regarding memoranda, partial performance, and equitable estoppel were insufficient to satisfy the statute or overcome its provisions. The court also upheld the interpretation that the agreement's modification clause precluded oral changes.

oral agreementStatute of Fraudsshareholders' agreementcorporate buy-outcontract modificationpart performanceequitable estoppelAppellate DivisionCPLRGeneral Obligations Law
References
13
Case No. MISSING
Regular Panel Decision

Desser v. Ashton

This opinion addresses the sufficiency of an oral contract to satisfy the "purchaser-seller" requirement in a private action under Section 10(b) of the 1934 Exchange Act and Rule 10b-5, where no actual purchase or sale of securities occurred. The court considers whether such an oral agreement, even if potentially unenforceable under the statute of frauds, can support a federal securities claim. Reviewing existing jurisprudence, the court emphasizes a liberal and flexible construction of anti-fraud provisions to protect investors. It concludes that an action under Rule 10b-5 is not deficient merely because the contract relied upon is oral rather than written. Consequently, the defendants' motions for summary judgment are denied, and the case is set to proceed to trial, affirming the court's jurisdiction over the matter.

Securities fraudOral contractsRule 10b-5Purchaser-seller requirementStatute of fraudsPendent jurisdictionSummary judgmentFederal court jurisdictionExchange Act of 1934Investor protection
References
18
Case No. MISSING
Regular Panel Decision

Board of Trustees of the Sheet Metal Workers Local Union No. 137 Insurance Annuity & Apprenticeship Training Funds v. Vic Construction Corp.

The case involves the Board of Trustees of Sheet Metal Workers Local Union No. 137 Insurance, Annuity and Apprenticeship Training Funds and the Executive Board of Sheet Metal Workers Local Union No. 137 (plaintiffs) suing Vic Construction Corporation and Charles Nalbone (defendants). Plaintiffs alleged that Vic Construction failed to make payments to the Funds in violation of a collective bargaining agreement and ERISA, and that Charles Nalbone operated Vic Construction as his alter ego. The core dispute revolves around an oral settlement agreement made on January 6, 1993, where Nalbone stipulated to an indebtedness of $26,935.26 and personally guaranteed payment. Defendants later refused to sign a written agreement, citing a subsequent Second Circuit decision in Sasso v. Cervoni which reversed a prior ruling regarding individual liability for corporate ERISA obligations. The court ruled that federal common law should govern the validity of the oral settlement agreement in ERISA disputes, rather than New York's Rule 2104 requiring a writing. Applying factors for determining intent to be bound, the court found that the parties intended to be bound by the oral agreement. The defendants' request to rescind the agreement due to a subsequent change in legal interpretation was denied, as a 'poor prediction of events' or changes in judicial interpretation of statutes do not constitute a mistake warranting rescission. Therefore, the plaintiffs' motion to enforce the agreement was granted.

ERISAOral Settlement AgreementContract EnforcementFederal Common LawNew York Civil Practice Law and RulesAlter EgoCorporate LiabilityMistake of LawJudicial InterpretationCollective Bargaining Agreement
References
20
Case No. MISSING
Regular Panel Decision

In re the Arbitration between Dalcro Corp. & International Ladies' Garment Workers' Union

Three applications were submitted to the court regarding an arbitration clause in a collective bargaining agreement. Employer Dalcro Corp. moved to stay arbitration and to vacate an arbitrator's award, while the Union moved to confirm the award. The dispute arose from an alleged oral modification of wage rates. Dalcro claimed the arbitration agreement was invalid, there was no arbitrable issue, and the National Labor Relations Board had pre-empted jurisdiction. The court denied Dalcro's application for a stay, finding that Dalcro had participated in the arbitration proceedings. However, the court granted Dalcro's application to vacate the arbitrator's award because the arbitrator failed to adjourn the hearing as mandated by Civil Practice Act § 1458 after being served with a motion for a stay. Consequently, the Union's application to confirm the award was denied, and a rehearing before the arbitrator was directed.

Arbitration AgreementCollective BargainingUnfair Labor PracticeNational Labor Relations BoardArbitration StayVacate Arbitration AwardConfirm Arbitration AwardDue ProcessJudicial Review of ArbitrationLabor Law
References
17
Case No. MISSING
Regular Panel Decision

Phoenix Corp. v. U.W. Marx, Inc.

Plaintiff, a subcontractor, initiated an action to recover $209,650 in overtime expenses from U.W. Marx, Inc. and its bonding companies, based on an alleged oral modification to a written subcontract. The Supreme Court initially ruled in favor of the plaintiff, finding an enforceable oral agreement despite a clause prohibiting oral modifications. On appeal, the Appellate Division determined that the plaintiff failed to demonstrate partial performance or equitable estoppel unequivocally referable to the alleged oral agreement for overtime payment, as required by General Obligations Law § 15-301. Consequently, the judgment was modified by reducing the award by $191,870, effectively denying the majority of the overtime claim, while affirming the denial of the defendants' counterclaims.

Oral ModificationSubcontract DisputeConstruction LawOvertime ExpensesGeneral Obligations LawPartial PerformanceEquitable EstoppelContract InterpretationAppellate ReviewJudgment Modification
References
8
Case No. 08094
Regular Panel Decision
Dec 30, 2020

Revis v. Schwartz

Darrelle Revis and his corporate entity Shavae, LLC, sued Neil Schwartz, Schwartz & Feinsod, LLC, and Jonathan Feinsod, alleging breach of fiduciary duty, breach of contract, and fraud. The claims arose from a standard representation agreement (SRA) and a separate oral marketing and endorsement agreement. Defendants moved to compel arbitration, arguing that the SRA, by incorporating NFLPA regulations and AAA rules, delegated arbitrability questions to an arbitrator. The Supreme Court granted the motion, compelling arbitration for all parties and staying the action. The Appellate Division affirmed, concluding that the contractual documents, including incorporated AAA rules, clearly and unmistakably evidenced an intent to delegate arbitrability to an arbitrator, extending even to nonsignatory defendants and Shavae, LLC, under the direct benefits theory of estoppel. A dissenting opinion argued that the SRA's arbitration clause was limited to disputes 'of this Agreement' (the SRA) and did not extend to the separate oral agreement, raising a factual question about Schwartz's role as an attorney for the marketing and endorsement deal.

arbitration agreementarbitrabilityNFLPA regulationsAAA rulescontract interpretationfiduciary dutybreach of contractfraudnonsignatoriesdirect benefits estoppel
References
63
Case No. MISSING
Regular Panel Decision

Garibaldi v. ANIXTER, INC.

Plaintiff Jason Garibaldi sued his former employer, Anixter, Inc., for discrimination and retaliation under Title VII and ADA, along with a negligence claim. The negligence claim was dismissed, and the parties subsequently reached an oral settlement agreement for $70,000. Garibaldi later refused to sign the formal settlement agreement, arguing that the payment should be tax-free, a condition he claimed was part of earlier, unfulfilled negotiations. Anixter moved to compel enforcement, asserting that no tax-free provision was discussed or agreed upon during the binding settlement negotiations. The court granted Anixter's motion, finding no evidence of a tax-free term in the final oral agreement and ordered the parties to execute the settlement, while striking a non-agreed re-employment clause.

Settlement AgreementOral ContractContract EnforcementTax ImplicationsEmployment DiscriminationRetaliationAmericans with Disabilities ActTitle VIINegligence ClaimMotion to Compel
References
7
Case No. MISSING
Regular Panel Decision

Glens Falls Police Benevolent Ass'n v. New York State Public Employment Relations Board

In January 1991, the petitioner filed an improper practice charge with the respondent, alleging the City of Glens Falls unilaterally altered its policy regarding credit for prior police service when calculating retirement eligibility. An Administrative Law Judge (ALJ) initially found for the petitioner, but the respondent, the Public Employment Relations Board (PERB), dismissed the charge. PERB concluded it lacked jurisdiction under Civil Service Law § 205 (5) (d) because the dispute stemmed from an alleged oral agreement, and PERB cannot adjudicate violations of agreements. The petitioner then initiated a CPLR article 78 proceeding, which was transferred to the Appellate Division. The Court confirmed PERB's determination, upholding that oral agreements fall within the statutory exclusion from PERB's jurisdiction, and dismissed the petition.

Improper Employer PracticeJurisdictionPrior Service CreditRetirement PlanOral AgreementTaylor LawPublic Employment Relations Board (PERB)CPLR Article 78Appellate ReviewCivil Service Law
References
6
Case No. MISSING
Regular Panel Decision
Mar 26, 1991

Backer v. Lewit

The plaintiff sued his former employer, Trendstar Inc., and its officers, Lewit and Bachman, alleging breach of an oral agreement for commissions and fraud. The plaintiff claimed a 1% commission on gross sales for assembling a national sales force, asserting both a contemporaneous and a subsequent oral agreement. The lower court granted summary judgment, dismissing the entire complaint. On appeal, the court affirmed the dismissal of the breach of contract claim, applying the parol evidence rule and noting the written agreement's requirement for written modifications. However, the appellate court reinstated the fraud claim for compensatory damages, distinguishing it as a tort independent of the contract, based on alleged misrepresentations that induced the plaintiff to continue employment and marketing efforts, leading to a loss of reputation. The claim for punitive damages was struck.

Contract DisputeEmployment AgreementCommission DisputeOral ContractParol Evidence RuleFraud ClaimMisrepresentationCompensatory DamagesSummary JudgmentAppellate Review
References
13
Case No. MISSING
Regular Panel Decision
Aug 20, 2002

Conway v. Brooklyn Union Gas Co.

Plaintiff Katrina Conway commenced an employment discrimination lawsuit against Brooklyn Union Gas Company. After extensive settlement discussions, the parties, through their attorneys, reached an oral agreement for $40,000, conversion of termination to resignation, a neutral reference, and withdrawal of all pending lawsuits. Conway subsequently attempted to renege on the agreement, stating she did not understand the terms regarding dismissal of pro se actions and felt the monetary amount was insufficient. The defendant moved to enforce the settlement, seeking an injunction against future lawsuits and attorney's fees. Magistrate Judge Levy recommended enforcing the oral settlement but denying the injunction and attorney's fees, finding that Conway's attorney had apparent authority and the parties intended to be bound. District Judge Gershon adopted this Report and Recommendation in its entirety, declaring the oral settlement enforceable.

Employment DiscriminationOral Settlement EnforcementAttorney Apparent AuthorityIntent to be BoundVexatious LitigationInjunction DenialAttorney Fees DenialRule 11 SanctionsContract LawFederal Civil Procedure
References
22
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