Montgomery v. Emanon S. Corp.

Summary

The Appellate Division, Second Department affirmed an order denying defendants’ motion to dismiss a breach-of-contract claim arising from an alleged oral agreement for staging services and home furnishings. The court held that, accepting the complaint’s allegations as true, the agreement was predominantly for services rather than the sale of goods and therefore was not shown at the pleading stage to be barred by the UCC statute of frauds.

Holdings

1. The complaint sufficiently alleged that the agreement was predominantly for the furnishing of services, with the transfer of personal property merely incidental; therefore, defendants failed to establish at the pleading stage that the agreement was barred by UCC 2-201's statute of frauds.
2. The Supreme Court properly denied defendants' branch of the CPLR 3211(a) motion seeking dismissal of the breach-of-contract cause of action.

Questions Presented

1. Whether the alleged oral agreement was subject to the statute of frauds in UCC 2-201 because it was predominantly an agreement for the sale of goods.
2. Whether the complaint sufficiently pleaded a breach-of-contract cause of action to survive defendants' CPLR 3211(a) motion to dismiss.

Disposition

affirmed