In Headquarters Hotel v. LBV Hotel, Judge Davis ruled that Headquarters rejected LBV’s offer to sell a property interest under a right-of-first-offer provision by refusing to execute a confidentiality agreement included with the offer.
Under an agreement between the parties, LBV has an estate for years in the real estate owned by Headquarters at 154 Berkeley Street, Boston, until 2131 (2131 is not a typo). The agreement includes a right-of-first-offer provision. Under that provision, if either party wants to market its interest to third parties, the selling party must first offer the interest to the other party at the same price and on the same terms the selling party would offer to third parties.
In Metal Seal Precision, Ltd. v. Sensata Technologies, Inc., Metal Seal sued Sensata for allegedly breaching the parties’ Memorandum of Understanding (MOU), which required Sensata to purchase minimum quantities of metal components from Metal Seal. Responding to the complaint, Sensata denied that it agreed to a minimum-quantities requirement. Sensata also alleged that the minimum-quantities requirement was unenforceable because it was based on Metal Seal’s fraud. According to Sensata, while negotiating the MOU, Metal Seal falsely represented that its insurer required that any contract with Sensata include minimum volumes of components.
Metal Seal moved for summary judgment on Sensata’s G.L. c. 93A and fraud claims. Metal Seal also moved for summary judgment on Sensata’s affirmative defense based on Metal Seal’s alleged “material misrepresentations.”
In Caper v. Foley Lardner, LLP, Adam Caper is suing his attorneys, claiming that they committed malpractice, breached their fiduciary duties, made misrepresentations (negligent and intentional), and violated G.L. c. 93A. Caper’s theory is twofold. Caper alleges that his attorneys committed malpractice when they advised him that he could defer salary payments to his business’s chief operating officer. Caper also alleges that his attorneys stopped legal work, focused on refinancing his business, to coerce him to release his malpractice claim.
In Lukas v. Unidine Corp., et al., Judge Davis held that, under the Massachusetts Wage Act, GL c. 149, § 148, employee commissions can be conditioned on receipt of customer payments on which the commissions are based. Judge Davis found that the Wage Act did not require Unidine to make further commission payments to the plaintiff following her resignation and granted summary judgment in favor of Unidine.
Judge Davis’s recent denial of an anti-SLAPP motion to dismiss provides helpful guidance on how to distinguish between counterclaims used as solely as a “cudgel” and meritorious claims in breach of contract cases. The ruling also underscores the importance of drafting clear release language in a settlement agreement.
Michael Leard, a Nutter associate, recently interviewed Judge Brian A. Davis for a feature in the Massachusetts Bar Association’s Complex Commercial Litigation (ComCom) Quarterly. The article, Judge Brian A. Davis Discusses Business Litigation, highlights Judge Davis’s preferences and practices at various stages of litigation, including:
- circumstances where he may encourage the submission of courtesy copies;
- ways he may facilitate an expeditious and cost-effective discovery process;
- topics he may address at the final trial conference; and
- his voir dire process.
Judge Davis presides in BLS1 for the July – December rotation period. (Judge Kaplan presides in BLS1 for the January – June rotation period.)
YOU MAY ALSO BE INTERESTED IN:
Earlier this fall, the Social Law Library sponsored a panel discussion entitled Written Motion Practice at the BLS: A Deep Dive on Effective Techniques. The four BLS judges—Judges Davis, Kaplan, Salinger, and Sanders—participated on the panel. Three lawyers also joined the panel: Maureen Mulligan, Peabody & Arnold LLP; David H. Rich, Todd & Weld LLP; and Daniel P. Tighe, Donnelly, Conroy & Gelhaar, LLP. Eric Magnuson served as moderator.
On June 11, the Boston Bar Association hosted its annual “Business Litigation Session Year in Review.” The BLS judges, including incoming Judge Brian Davis (who is taking over for Judge Leibensperger in BLS1), shared tips and other thoughts for attorneys practicing in the BLS to consider.
In July 2018, Judge Brian Davis will replace Judge Edward Leibensperger as the judge for the July-December rotation period of BLS1. Governor Deval Patrick appointed Judge Davis to the Superior Court in 2013. Before his appointment, Judge Davis spent his legal career in private practice where he focused on complex commercial disputes, torts, product-liability defense, fraud and insurance, and corporate governance. More information on Judge Davis’s background can be found here and at Massachusetts Lawyers Weekly.
RSS FeedBlog Editors
Senior Editor, Co-Chair, Business Litigation Practice Group
Partner