LUXOR CAPITAL GROUP, L.P. v. SEAPORT GROUP LLC

654406/13, 3512, 590102/14, 3511.

148 A.D.3d 590 (2017)

2017 NY Slip Op 02167

50 N.Y.S.3d 70

LUXOR CAPITAL GROUP, L.P., et al., Appellants, v. THE SEAPORT GROUP LLC et al., Respondents. (And a Third-Party Action.)

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

Decided March 23, 2017.


The motion court correctly dismissed the amended complaint alleging breach of contract, as there was no binding, enforceable contract. The instant messages exchanged between the parties reflect that the transaction at issue was "subject to language" to be agreed upon, and was contingent upon "mutually satisfactory documentation." Further, plaintiff Luxor Capital Group, L.P.'s internal communications and actions reflect an intent not to be bound absent execution of various...

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