The Appellate Division affirmed, with costs, the Order which denied the branch of defendants' motion for summary judgment on their counterclaims against plaintiff for breach of a purported settlement agreement between the parties and for a declaratory judgment to enforce the purported settlement agreement. Defendants failed to establish that, during the email exchange with plaintiff, there was a meeting of the minds, which is a necessary element to establishing the existence of an enforceable agreement. Moreover, given that the parties never came to an agreement on the number of shares to be transferred to plaintiff, a material term of the parties' agreement - which they contemplated discussing in future negotiations that would be reduced into a formal written agreement - defendants failed to meet their burden to establish that the purported settlement agreement was more than just an unenforceable agreement to agree.
Misopoulos v. LoveBug Nutrition, Inc., NY Slip Op 02875 (1st Dep't May 6, 2021)
