38 Cited authorities

W.W.W. Assocs v. Giancontieri
77 N.Y.2d 157 (N.Y. 1990) Cited 2,203 times 4 Legal Analyses
Holding that extrinsic evidence was immaterial, in part because the contract plainly manifested intent that all prior understandings were merged into the contract, which expressed the parties' full agreement
Bank of New York v. First Millennium, Inc.
607 F.3d 905 (2d Cir. 2010) Cited 488 times 1 Legal Analyses
Holding that 12 U.S.C. § 1821(d)(D) "bars only claims that could be brought under [FIRREA’s] administrative procedures"
Breed v. Ins. Co. of N. Amer
46 N.Y.2d 351 (N.Y. 1978) Cited 910 times 1 Legal Analyses
Holding that no ambiguity exists where language has "definite and precise meaning, unattended by danger of misconception in the purport of the policy itself, and concerning which there is no reasonable basis for a difference of opinion"
MHR Capital Partners LP v. Presstek, Inc.
2009 N.Y. Slip Op. 5200 (N.Y. 2009) Cited 304 times
Holding that language in an escrow agreement stating that contract documents were not to be released “unless and until” a party executed and agreed to a deal on terms outlined in the agreement was an express condition precedent
Oppenheimer Co. v. Oppenheim
86 N.Y.2d 685 (N.Y. 1995) Cited 447 times 5 Legal Analyses
Holding that obligation by landlord to furnish proof of sale or development was not condition of effective termination where contract merely required that such proof be furnished “ when such notice [of termination] is given”
Merritt Hill Vineyards Inc. v. Windy Heights Vineyard, Inc.
61 N.Y.2d 106 (N.Y. 1984) Cited 501 times
Holding that without "words of promise" there can be no "breach of contract subjecting the nonfulfilling party to liability for damages"
In re Westmoreland Coal Co. v. Entech, Inc.
100 N.Y.2d 352 (N.Y. 2003) Cited 197 times
Holding claims that seller breached representations and warranties that its closing balance sheet was prepared in accordance with U.S. GAAP were subject to resolution by the courts, not arbitration
Metropolitan Life v. Noble Lowndes
84 N.Y.2d 430 (N.Y. 1994) Cited 221 times 1 Legal Analyses
Holding proof that “defendant's repudiation of the Agreement was motivated exclusively by its own economic self-interest” is insufficient to show willful misconduct
Moran v. Erk
2008 N.Y. Slip Op. 9255 (N.Y. 2008) Cited 128 times 1 Legal Analyses
Raising the prospect that New York law will not impose limitations on a party's discretion that are not created by the language of the contract
Warberg Opportunistic Trading Fund, L.P. v. Georesources, Inc.
112 A.D.3d 78 (N.Y. App. Div. 2013) Cited 79 times 1 Legal Analyses
Stating that "specific performance is an equitable remedy for a breach of contract, rather than a separate cause of action"

BDC Finance L.L.C. Respondent,v.Barclays Bank PLC, Appellant.

38 Cited authorities

Holding that extrinsic evidence was immaterial, in part because the contract plainly manifested intent that all prior understandings were merged into the contract, which expressed the parties' full agreement

Holding that 12 U.S.C. § 1821(d)(D) "bars only claims that could be brought under [FIRREA’s] administrative procedures"

Holding that no ambiguity exists where language has "definite and precise meaning, unattended by danger of misconception in the purport of the policy itself, and concerning which there is no reasonable basis for a difference of opinion"

Holding that language in an escrow agreement stating that contract documents were not to be released “unless and until” a party executed and agreed to a deal on terms outlined in the agreement was an express condition precedent

Holding that obligation by landlord to furnish proof of sale or development was not condition of effective termination where contract merely required that such proof be furnished “ when such notice [of termination] is given”

Holding that without "words of promise" there can be no "breach of contract subjecting the nonfulfilling party to liability for damages"

Holding claims that seller breached representations and warranties that its closing balance sheet was prepared in accordance with U.S. GAAP were subject to resolution by the courts, not arbitration

Holding proof that “defendant's repudiation of the Agreement was motivated exclusively by its own economic self-interest” is insufficient to show willful misconduct

Raising the prospect that New York law will not impose limitations on a party's discretion that are not created by the language of the contract

Stating that "specific performance is an equitable remedy for a breach of contract, rather than a separate cause of action"