MORGAN STANLEY CAPITAL PARTNERS III, L.P. v. J.C. FLOWERS II L.P.

6251, 600983/08, 6252.

92 A.D.3d 443 (2012)

938 N.Y.S.2d 53

2012 NY Slip Op 819

MORGAN STANLEY CAPITAL PARTNERS III, L.P., et al., Respondents-Appellants, v. J.C. FLOWERS II L.P. et al., Appellants-Respondents.

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

Decided February 7, 2012.


The stock purchase agreement provides that any party may terminate the agreement by written notice at any time before the closing if the closing "shall not have occurred on or prior to August 31, 2007 so long as ... the failure of the Closing to have occurred by such time is not due solely to regulatory action or inaction beyond the control of any party hereto." The parties' failure to close by August 31, 2007 was not due solely to regulatory action or inaction beyond their...

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