Kings Antiques Corp. v. Varsity Properties, Inc.
| Decision Date | 03 July 1986 |
| Citation | 503 N.Y.S.2d 575,121 A.D.2d 885 |
| Parties | KINGS ANTIQUES CORP., Plaintiff-Appellant-Respondent, v. VARSITY PROPERTIES, INC., Defendant-Respondent, and Joseph M. Karpf, et al., Defendants-Respondents-Appellants, and Howard Rosengarten, et al., Defendants-Respondents. |
| Court | New York Supreme Court — Appellate Division |
H.C. Amron, New York City, for plaintiff-appellant-respondent.
M.G. Bunin, New York City, for defendant-respondent.
M.I. Shelton, M.G. Bunin, New York City, for defendants-respondents-appellants.
Before KUPFERMAN, J.P., and FEIN, LYNCH, MILONAS and ELLERIN, JJ.
Order, Supreme Court, New York County, (Israel Rubin, J.) entered December 6, 1985, which, inter alia, granted the motion of defendant Varsity Properties, Inc. to dismiss the complaint as against it, granted the motion of defendants Joseph M. Karpf, Stephen J. Meringoff and Jay Shidler d/b/a 88 University Associates to dismiss the complaint to the extent of dismissing the First, Second, Third, and Fourth Causes of Action and denying the motion as to the Fifth, Sixth, Seventh and Eighth Causes of Action, and denied plaintiff's cross-motion for summary judgment, unanimously modified, on the law, to dismiss the Fifth, Sixth, Seventh and Eighth causes of action, and otherwise affirmed, without costs.
The facts may be summarized as follows. Plaintiff Kings Antiques Corp. is the tenant of the entire second floor of the subject commercial premises pursuant to a lease entered into with the original owner, defendant Varsity Properties, Inc. Typewritten at the bottom of the preprinted Standard Form Loft Lease is a clause which reads in its entirety, "Landlord agrees to give 'first refusal' on sale of building".
In April 1982, Varsity filed a certificate of voluntary dissolution pursuant to Business Corporation Law § 1003 and in connection therewith transferred title to the subject premises to its president, director, and sole shareholder, defendant Joseph M. Karpf. Shortly thereafter, in October 1982, Karpf entered into an 84 year net lease for the entire premises with defendants Stephen J. Meringoff and Jay Shidler d/b/a 88 University Associates. This net lease contained a clause granting the net lessees an option to purchase the premises upon specified terms at any time prior to one year of the lease's expiration.
More than two years later, in October 1984, plaintiff commenced this action, asserting that these two transactions violated its right of "first refusal on sale" contained in its lease with Varisty, and seeking specific performance and related relief.
Special Term properly dismissed the first four causes of action,...
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...'sham' or otherwise entered into in bad faith for the purpose of defeating plaintiff's rights." Kings Antiques Corp. v. Varsity Properties, Inc., 121 A.D.2d 885, 503 N.Y.S.2d 575, 576-77 (1986) (emphasis supplied) (citing Quigley, supra).24 The court there The option contained in the net le......
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...43 N.Y.2d 748 [1977];cf. Power Test Petroleum Distribs. v. Baker–Tripi Realty Corp., 190 A.D.2d 845 [1993];Kings Antiques Corp. v. Varsity Props., 121 A.D.2d 885, 886 [1986] ). It further found that “a cause of action for tortious interference with performance of the lease may lie against G......
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...Petroleum Distributors, Inc. v. Baker-Tripi Realty Corp., 190 A.D.2d 845, 594 N.Y.S.2d 266 (1993); Kings Antiques Corp. v. Varsity Properties, Inc., 121 A.D.2d 885, 503 N.Y.S.2d 575 (1986), app. dis. 70 N.Y.2d 641, 518 N.Y.S.2d 1031, 512 N.E.2d 557 (1987); Midland Container Corp. v. Sophia ......
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