ROSINY v. SCHMIDT


185 A.D.2d 727 (1992)

Allen P. Rosiny et al., Appellants, v. Theodore N. Schmidt et al., Respondents

Appellate Division of the Supreme Court of the State of New York, First Department.

August 6, 1992


The Surrogate erred in concluding that the post-mortem buyout provision of the 1981 Ched shareholders' agreement was unenforceable.

The record fails to support the defendants' initial contention that the agreement was unconscionable. "A determination of unconscionability generally requires a showing that the contract was both procedurally and substantively unconscionable when made — i.e., `some showing of an "absence...

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