What's Your Damage
These types of damages put the plaintiff in the position they expected to be in had the contract been properly performed
Expectancy
You can successfully defend against this cause of action if your opponent can't show any consideration
Breach of Contract
You have to establish a special relationship before you can win on this claim
Breach of Fiduciary Duty
NY Courts are very wary in enforcing these types of clauses when it comes to duration and scope
Non-Compete or Restrictive Covenant
This category of damages can be awarded even where no actual injury is shown, like where a plaintiff sues you after they ski into you and the jury rules in your favor and wants to send the plaintiff a message that the suit was in poor taste
Nominal Damages
Care, loyalty and honesty are the hallmark elements of this cause of action
Breach of Fiduciary duty
If your case is clear and convincing, you can prevail on this cause of action
Fraud
Under this type of claim, you could be on the hook for saying something untrue even if you didn't realize it at the time
Negligent Misrepresentation
These are two types of commercial cases where punitive damages can be awarded under common law
Fraud, Breach of Fiduciary Duty
You could be liable under this commercial cause of action for not saying anything at all
Fraudulent concealment
You’d better be reasonably certain before you sign your name to a complaint alleging entitlement to these types of damages
Lost profits
Hypo Daily Double -- Worth 600!!
Peter Partner is a 50/50 owner with Paula Partner of IP-Co., a closely-held corporation which designs and trademarks logos, and which is governed by a shareholders' agreement which specifies that all intellectual property developed belongs to the company. One day, Peter takes all of the logos that Paula designs and then starts selling them through PeterCo., a new entity he sets up and owns 100%. Name at least two causes of action Paula might have against Peter.
Breach of Contract, Breach of Fiduciary Duty, Business Tort
These are the only situations under New York state law where a successful litigant can expect to recover their attorneys’ fees
By contract, statute or under Rule 130
To win on this cause of action, you have to establish you would have also won on the underlying claim
Professional malpractice
Showing deadlock between 50/50 owners will not be enough to get a court to dissolve this type of entity
Limited Liability Company
The statute of limitations can be extended in NY for this cause of action depending on when you found out about it
Fraud
HYPO DAILY DOUBLE -- WORTH 1,000!!
Harry wants to surprise his wife with a new car. He pays a $20,000 downpayment and signs a contract to take delivery on June 1st. He then goes out and pays $350 at a novelty shop for a big fancy red bow to put on top of the car for when he surprises his wife with it. On June 1st, when Harry comes for the car, the dealer tells Harry he doesn’t have the car and that he spent Harry’s $20,000 deposit on a gambling spree. When Harry sues the dealer for breach of contract, what, if any categories, of damages will he recover and in what amounts?
Compensatory/Actual (out-of-pocket $20,000 deposit) + Reliance ($350 for the red bow)
To prevail on this cause of action, you'd have to prove that you would have had a contract signed up if your opponent hadn't actively gotten in the way
Tortious Interference With Prospective Economic Advantage
Corporate directors often rely on this defense if their actions were taken in good faith and in furtherance of the company's legitimate purposes
The Business Judgment Rule
The futility doctrine comes into play for this type of claim.
Shareholder's Derivative