Bar Exam Toolbox Podcast Episode 274: Listen and Learn -- UCC Expectation Damages (Contracts)
JONES DAY TALKS®: UCC Proposed Amendments Address Crypto and Other Digital Assets
Podcast: DeFi and Digital Assets: What do the UCC Amendments Mean for Business Transactions? [More with McGlinchey, Ep. 46]
Tokenization of IP Rights and NFTs in Commercial Finance [More with McGlinchey, Ep. 32]
Advancing Agriculture: Security Interests and Article 9 Challenges (Part 1)
Law School Toolbox Podcast Episode 267: Listen and Learn -- UCC 2-207 ("The Battle of the Forms")
Bar Exam Toolbox Podcast Episode 98: Listen and Learn -- The "Battle of the Forms" under UCC 2-207
Bar Exam Toolbox Podcast Episode 71: Tackling an MEE Contracts Essay Question
Making Cents of Your Cash Management Agreements
On January 18, 2024, New York’s Appellate Division rejected a junior mezzanine lender’s contention that it was fraudulently induced to amend the parties’ intercreditor agreement, because it failed to identify specific...more
In the January 2023 legislative session, New York State Senators Salazar, Brisport, Hoylman, Jackson, Myrie, and Rivera submitted a bill, S-318 which seeks to impose a mortgage tax on mezzanine debt on, and preferred equity...more
New York State lawmakers have reintroduced proposals to impose a tax on the creation of mezzanine debt and preferred equity. Both the New York Senate and Assembly have put forward similar bills that would require both...more
Earlier this month, the New York State Senate (S318) and Assembly (A407) reintroduced proposed legislation seeking to extend the New York State mortgage recording tax to mezzanine debt and preferred equity financings. This...more
Legislation to impose a tax on the creation of mezzanine debt and preferred equity was reintroduced on Jan. 4, 2023, in the last two sessions of the New York state legislature, by the same state senators who proposed it...more
The New York State Supreme Court, County of New York (the “Court”) decided in Atlas Brookview Mezzanine LLC v. DB Brookview LLC, on November 18, 2021, that an accommodation pledge entered into in connection with a mortgage...more
Can contracting parties waive all common law fiduciary duties? That was one of the questions presented to the New York Supreme Court, Appellate Division, First Department (the “Court”) in 111 West 57th Investment LLC, on...more
Over the last year, since the onslaught of the COVID-19 pandemic, we have continued to report on how the courts have handled efforts by lenders to address pandemic-related defaults, including by means of Uniform Commercial...more
In August 2020, a bill was introduced in the New York State Legislature that would tax mezzanine debt (the Mezzanine Debt Bill). The Mezzanine Debt Bill has now been reintroduced in both the Assembly and the Senate and is...more
Since the start of the COVID-19 pandemic, borrowers and lenders alike have sought clarity regarding the permissibility of UCC foreclosure sales in the midst of the ongoing pandemic and the resulting economic fallout, as...more
On January 22, 2021, several New York State Assembly Members reintroduced legislation (Bill No. A03139) that seeks to amend New York’s Real Property Law and Tax Law, New York’s Tax Law and New York’s Uniform Commercial Code...more
The COVID-19 pandemic has brought with it a host of novel legal issues, and just as nature abhors a vacuum, the legal profession abhors a lack of precedent. A case in point relates to mezzanine loan foreclosure sales under...more
Construction loans with companion mezzanine loans raise a host of concerns that are unique to more standard ICAs between a mortgage lender and a mezzanine lender. An intercreditor agreement (ICA) involving a construction...more
A New York State bill that seeks to charge a recording tax on mezzanine debt financings has been revised to extend the recording tax to preferred equity investments. In January 2020, Senator Julia Salazar and Assembly...more
A recent court decision in New York found that current market conditions in the real estate market justify delaying noticing mezzanine real estate foreclosures until October 15, 2020. A recent New York Supreme Court Order...more
On August 3, 2020, in Shelbourne BRF LLC, Shelbourne 677 LLC v. SR 677 BWAY LLC, the Supreme Court of the State of New York (the “Court”) granted the borrower plaintiffs’ motion for a preliminary injunction and prohibited the...more
As borrowers continue to experience financial distress and loans go into default as a result of the ongoing coronavirus pandemic and related issues, lenders are now becoming more focused on the need to take a closer look at...more
New York courts have become a battleground for challenges to foreclosure sales under the Uniform Commercial Code (UCC) amidst the COVID-19 pandemic. Another trial court of the New York State Supreme Court (New York County)...more
On June 23, the New York County Supreme Court issued a rare preliminary injunction temporarily halting a mezzanine lender’s UCC foreclosure sale of the Mark Hotel in New York City because the procedures for the foreclosure...more
On June 23, 2020, the Supreme Court of the State of New York, County of New York: Commercial Division (the “Court”) issued a preliminary injunction in favor of the plaintiff D2Mark LLC (the “Borrower”) enjoining the...more
Moritt Hock & Hamroff recently reported on the impact of the COVID-19 pandemic on Uniform Commercial Code (“UCC”) Article 9 sales. Now, a second significant decision on this issue has been published. While our last alert...more
A recent court order found that a mezzanine lender may conduct a UCC foreclosure sale despite a temporary suspension of judicial foreclosures in New York State. A recent court order interpreting the scope of New York...more
A recent New York State Supreme Court judge has answered the question of whether Governor Andrew Cuomo’s Executive Order 202.8 precluding mortgage foreclosures for ninety (90) days, applies to Uniform Commercial Code (“UCC”)...more
Yesterday, in a turn of events that struck a hopeful chord for mezzanine lenders, New York County Supreme Court Judge Frank P. Nervo vacated his April 30, 2020 order which temporarily halted the sale of mezzanine loan...more
A decision yesterday by the New York Supreme Court has paved the way for mezzanine lenders to proceed with UCC foreclosure sales in New York City during the pandemic. Yesterday afternoon, Justice Frank Nervo issued an order...more