Plaintiff appealed after partial summary judgment in the Supreme Court. Defendant had purchased an apartment building from a third party, including a 99-year master lease, in which they promised to obey all laws and not overcharge rent for their units. When it was discovered they were violating the law by overcharging for rent and were sued by that third party, they sold the property to the plaintiff, on the condition that they would indemnify the plaintiff against the litigation. The ultimate question came down to the wording of the contract, which stated that they “assumed and agreed to carry out any and all covenants and obligations.” The Supreme Court initially granted partial summary judgment on their contractual and common law indemnification claims. However, the Appellate Division reversed, finding that the plaintiffs assumed full control of the property, including all attached litigation, and thus were liable to the third party for the defendant’s misconduct:
https://www.nycourts.gov/reporter/3dseries/2022/2022_00368.htm
