The complaint sufficiently states a claim for breach of contract, as it identifies the agreement, and alleges plaintiff's performance, defendants' breach of numerous provisions, and resulting damages. Although the pleaded damages were imprecise, it is not fatal at this pre-answer, pre-discovery stage of the litigation.The action was not premature, as defendants did not prove that there was no notice or that the agreement's notice and mediation provisions were express conditions precedent. The provision that either party "may" demand mediation suggests permissiveness. As to the argument that plaintiff failed to invoke the agreement's audit procedures, defendants' alleged withholding of accountings frustrated the process.
Greer v. FAM Networks, LLC, NY Slip Op 04039 (1st Dep't June 25, 2026)
