Thursday, April 19, 2018

Case of the Day: Dandong Old North-East Agric. & Animal Husbandry Co. v. Pasternak Baum & Co., 2018 U.S. Dist. LEXIS 45588 (S.D.N.Y. Mar. 19, 2018)


Plaintiff, a Chinese soybean oil and meal manufacturer, sued the defendant grain company for allegedly overcharging for soybeans. The parties then entered into a settlement agreement, which included a clause that the accountants for the two parties jointly would ascertain how much the defendant owed to the plaintiff. During the accountants' meeting, however, the parties could not agree whether the defendant owed any money to the plaintiff. Plaintiff then filed a motion for an order to show cause, seeking an order for specific performance of the settlement agreement.

Both parties offered differing interpretations for enforcing the settlement agreement, but the court rejected both. Instead, the court held there could be no enforcement, because the differing stances between the parties meant there were no meeting of the minds and mutual assent. The court also found that the language of the agreement suggested two equally plausible outcomes.


Bad lawyering! Ultimately, this is what it comes down to--that the attorneys for the two parties did not hammer out the settlement terms with sufficient particularity, to a point that they might have to return to the lawsuit that they supposedly settled.

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