Contracts and Commercial Law

Recent Posts

What Are the Elements of Breach of Implied Covenant of Good Faith and Fair Dealing in New Jersey?
Posted on 27 Aug 2015 by David S. Rich

In addition to the express terms of a contract, “every contract in New Jersey contains an implied covenant of good faith and fair dealing.” Sons of Thunder, Inc. v. Borden, Inc. , 690 A.2d 575, 587, 148 N.J. 396, 420 (N.J. 1997) [subscribers... Read More

The Fifth Unstated Element of Tortious Interference Claims
Posted on 22 Jul 2015 by Lee Berlik

Most Virginia litigators will tell you that there are four elements to a claim of tortious interference with contractual relations in Virginia: (1) the existence of a valid contractual relationship or business expectancy; (2) knowledge of the relationship... Read More

Optional Liquidated Damages Clause Held Unenforceable
Posted on 30 Jul 2014 by Lee Berlik

Liquidated damages are damages the amount of which has been agreed upon in advance by the contracting parties. When a contract contains a liquidated-damages provision, the amount of damages in the event of a breach is either specified, or a precise method... Read More

What Are the Elements of an Account Stated in New York?
Posted on 17 Jul 2015 by David S. Rich

“Under federal and New York law, an account stated ‘refers to a promise by a debtor to pay a stated sum of money which the parties had agreed upon as the amount due.’ ” National Econ. Research Assocs., Inc. v. Purolite “C”... Read More

Virginia Won't Allow You to Blue-Pencil That Non-Compete
Posted on 30 Sep 2014 by Lee Berlik

In Virginia, covenants not to compete (a.k.a. non-competition agreements or simply "noncompetes") are considered restraints on trade and are therefore disfavored in the law. Unlike California, which prohibits them outright , Virginia will enforce... Read More

This Email Isn’t Worth the Paper It Isn’t Written On
Posted on 17 Oct 2014 by Richard Goldfarb

You know the old expression, variously attributed to Samuel Goldwyn and others , “ a verbal contract isn’t worth the paper it’s written on.” In fact, of course, unless the statute of frauds applies, an oral contract is as good... Read More

  • Blog Post: Optional Liquidated Damages Clause Held Unenforceable

    Liquidated damages are damages the amount of which has been agreed upon in advance by the contracting parties. When a contract contains a liquidated-damages provision, the amount of damages in the event of a breach is either specified, or a precise method for determining the sum of damages is laid out...
  • Blog Post: Virginia Won't Allow You to Blue-Pencil That Non-Compete

    In Virginia, covenants not to compete (a.k.a. non-competition agreements or simply "noncompetes") are considered restraints on trade and are therefore disfavored in the law. Unlike California, which prohibits them outright , Virginia will enforce such agreements if (and only if) they (1) satisfy...
  • Blog Post: This Email Isn’t Worth the Paper It Isn’t Written On

    You know the old expression, variously attributed to Samuel Goldwyn and others , “ a verbal contract isn’t worth the paper it’s written on.” In fact, of course, unless the statute of frauds applies, an oral contract is as good as any other contract. And an email contract, under...
  • Blog Post: What Are the Elements of an Account Stated in New York?

    “Under federal and New York law, an account stated ‘refers to a promise by a debtor to pay a stated sum of money which the parties had agreed upon as the amount due.’ ” National Econ. Research Assocs., Inc. v. Purolite “C” Corp. , No. 08 Civ. 7600, 2011 U.S. Dist....
  • Blog Post: The Fifth Unstated Element of Tortious Interference Claims

    Most Virginia litigators will tell you that there are four elements to a claim of tortious interference with contractual relations in Virginia: (1) the existence of a valid contractual relationship or business expectancy; (2) knowledge of the relationship or expectancy on the part of the interferor;...
  • Blog Post: What Are the Elements of Breach of Implied Covenant of Good Faith and Fair Dealing in New Jersey?

    In addition to the express terms of a contract, “every contract in New Jersey contains an implied covenant of good faith and fair dealing.” Sons of Thunder, Inc. v. Borden, Inc. , 690 A.2d 575, 587, 148 N.J. 396, 420 (N.J. 1997) [subscribers can access an enhanced version of this opinion...