Saba Viraney

The plaintiffs, Gary and Valentina Graf, sought damages for breach of contract after the defendants, Easwara Periyathamby, Chitra Subramaniam, Via Realty Inc., and Mahesan Subramaniam, failed to close on agreements of purchase and sale for two income properties.

The plaintiffs intended to sell these properties to fund the purchase of a restaurant.

The defendants argued that a verbal agreement linked the property sales to the restaurant purchase, stipulating mutual releases and deposit returns if any deal failed, and also alleged misrepresentation regarding one property's use.

The court found no credible evidence of such a verbal agreement or misrepresentation, emphasizing that written contracts with "entire agreement" clauses supersede prior verbal understandings.

The court ruled in favor of the plaintiffs, ordering forfeiture of deposits and awarding damages for the loss incurred on the resale of one property, while dismissing the defendants' counterclaim.

The defendant landlord brought a motion for partial summary judgment seeking a declaration that a commercial lease was terminated due to a change of ownership clause, an order for the tenant to vacate, and payment of double rent under an overholding clause.

The plaintiff tenant argued the change of ownership clause was unenforceable due to unconscionability, vagueness, or waiver, and that the termination notice was invalid.

The court granted the landlord's motion, finding the change of ownership clause valid and enforceable, rejecting the tenant's arguments regarding unconscionability, ambiguity, and waiver.

The court declared the lease terminated upon the property sale, ordered the tenant to vacate, and found the tenant liable for double rent as an overholding tenant.