2015 NY Slip Op 50089

Citation: 2015 NY Slip Op 50089
Jurisdiction: New York (state)
Source: Official source
Original Source: https://www.nycourts.gov/reporter/3dseries/2015/2015_50089.htm ↗

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contractual term". Without sufficient evidence to make such a determination, the court
remanded for those factual deficiencies.

The same principles of unconscionability as described in the UCC have been
codified in New York. In New York, "[f]ortunately, the Legislature has provided a
remedy in its enactment of RPL § 235—c whose purpose is to engraft the
spirit of the Uniform Commercial Code into landlord and tenant relationships and to
mandate a judicial policing against unconscionable results without strained construction
of legal principles.". See NY Real Prop. Law § 235—c; Pine Top
Associates v. Hirsch & Sons Deli World, Inc., 92 Misc. 29 470, 400 N.Y.S.2d 665
(1977).

In the seminal case of Truck Rent-a-Center, Inc., v. Puritan Farms 2nd, Inc., et al, 41
NY2d 420, 361 N.E.2d 1015, 393 N.Y.S.2d 365 (1977), a milk delivery truck-lessor
sued to enforce a liquidated damages provision in a lease. The Supreme Court, Queens
County, rendered judgment for the plaintiff. The Supreme Court, Appellate Division,
Second Judicial Department, at 51 AD2d 786, 380 N.Y.S.2d 37, affirmed by a divided
court, and the defendant appealed. The Court of Appeals held that the lease provision
requiring the lessee on breach of contract to pay one-half of all rentals that would have
been due had the agreement be fully complied with bore a reasonable relation to amount
of probable actual harm and was not a penalty. "Although lessee might have exercised
purchase option for amount less than liquidated damages and although clause appeared
on preprinted foreign portion of agreement, there being no indication of [any] disparity
of bargaining power or of unconscionability".

The primary issue before the court was whether the liquidated damages' provision