Free Newsletter
Contract – Misrepresentation
Where a complaint has been filed over the conveyance of a leasehold interest in commercial property, the plaintiff cannot prove a breach of contract or any actionable fraud, so the defendants should be awarded summary judgment.
Contract – Termination – Asset purchase agreement
Where plaintiffs have alleged that the defendant breached an asset purchase agreement by terminating employee and client contracts, the defendant should be denied summary judgment despite arguing that it was free to terminate those contracts at any time.
Contract – Stock options – Corporate advisor
Where a defendant corporation has been sued by a plaintiff who performed services without pay, his claims for breach of contract and quantum meruit should not be dismissed, as the plaintiff has plausibly alleged that he remained in continuous service to the defendant.
Contract – Development rights – Clinical trials
Where a plaintiff sold its rights to develop and commercialize an immune system compound that was then in Phase I clinical trials, the defendant purchaser’s motion to dismiss the plaintiff’s complaint should be denied because the plaintiff has sufficiently alleged that the defendant breached the parties’ agreement as well as the implied covenant of good faith and fair dealing by failing to d[...]
Contract – Severance agreement – Ambiguity
Where a plaintiff corporation sought reformation of a severance agreement with the defendant, a judgment in favor of the defendant must be vacated and a remand ordered because the lower court incorrectly concluded that the agreement unambiguously promised payments of $680,000 each month for 16 months.
SJC ruling holds important implications for design, construction professionals
A recent Supreme Judicial Court decision contradicts and undermines the achievement of fundamental underpinnings of contractual risk allocation negotiations and practices in the design and construction industry.
Contract – Puerto Rico law – Stock sale
Where a jury returned verdicts in the defendant's favor on claims under Puerto Rico law, the subsequent denial of the plaintiffs’ motion for a new trial should be affirmed, as the jury's verdicts were not against the weight of the evidence, while the damages awarded were not excessive.
Contract – Settlement agreement
Where a plaintiff has claimed to be owed payments under a settlement agreement, his claims for breach of fiduciary duty must be dismissed because the parties’ fiduciary relationship was extinguished by the settlement.
SJC: statute of repose doesn’t bar design suit against architect
The state’s six-year statute of repose for torts does not apply to bar a claim for indemnification under a clause in an architect’s contract protecting Boston University from the negligent design of an athletic field, the Supreme Judicial Court has ruled.
Contract – Statute of repose – Indemnification
Where a plaintiff university brought suit to enforce an indemnification provision in its contract with the plaintiff architect to design a new athletic field, the university’s complaint is not subject to the tort six-year statute of repose (G.L.c. 260, §2B).
BU’s contract claim over athletic field design not time-barred
Boston University’s complaint to enforce an indemnification provision in its contract with a defendant architect to design a new athletic field was not time-barred by the six-year statute of repose (G.L.c. 260, §2B), the Supreme Judicial Court has ruled.
Contract – Charitable pledge
Where a plaintiff nonprofit organization has alleged nonpayment of a $100,000 pledge, a judgment dismissing the complaint must be reversed as to claims for fraudulent misrepresentation, charitable subscription, breach of contract, and violation of G.L.c. 93A.
