This month we discuss a decision arising out of the sale of a business in which the Court of Appeals provided some guidance on what constitutes improper solicitation by the seller of its former clients. We also discuss a decision resolving six cases in which the sentencing court failed to impose post-release supervision during the initial sentencing hearing. Lastly, we discuss a decision in which the Court considered whether the New York City Rent Guidelines Board has the authority to promulgate orders allowing different rent increases for apartments based upon whether there had been a recent vacancy.
Improper Solicitation
Under New York common law there is an implied covenant by a seller “to refrain from soliciting former customers, which arises upon the sale of the ‘goodwill’ of an established business.” Mohawk Maintenance Co. v. Kessler, 52 N.Y.2d 276, 283 (1981). In the absence of a more restrictive express covenant, the seller of a business is free to compete with the purchaser and even continue to do business with his former customers as long as he does not “actively solicit” their business. Last month in Bessemer Trust Company, N.A. v. Branin, the Court provided some guidance on the interpretation of “active” solicitation.
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