promissory estoppel claim in New York

2016Although the breach of contract causes of action cannot stand, the complaint sufficiently states a claim under the doctrine of promissory estoppel. 5 The elements of a promissory estoppel claim are: (i) a sufficiently clear and unambiguous promise; (ii) reasonable reliance on the promise; and (iii) injury caused by the reliance (see MatlinPatterson ATA Holdings LLC v Federal Express Corp., 87 AD3d 836, 841-842 [1st Dept 2011], lv denied 21 NY3d 853 [2013]; Agress v Clarkstown Cent.

2016The promissory estoppel claim was correctly dismissed, because in any event plaintiffs failed to show that they reasonably relied in May 2010 on a promise that defendant had unambiguously revoked in April 2010 (see MatlinPatterson ATA Holdings LLC v Federal Express Corp., 87 AD3d 836, 841-842 [1st Dept 2011], lv denied 21 NY3d 853 [2013]).

2025A promissory estoppel claim requires “(i) a sufficiently clear and unambiguous promise; (ii) reasonable reliance on the promise; and (iii) injury caused by the reliance.” Castellotti v. Free, 138 A.D.3d 198, 204 (1st Dept. 2016).

2025Under New York law, "[t]he elements of a promissory estoppel claim are: (i) a sufficiently clear and unambiguous promise; (ii) reasonable reliance on the promise; and (iii) injury caused by the reliance" (Castellotti v Free, 138 AD3d 198 [1st Dept 2016]).

2016If a contract is barred by the statute of frauds, a promissory estoppel claim is viable in the limited set of circumstances where unconscionable injury results from the reliance placed on the alleged promise (see Fleet Bank, 290 AD2d at 796-797 ; Melwani v Jain, 281 AD2d 276, 277 [1st Dept 2001]; Steele v Delverde S.R.L., 242 AD2d 414, 415 [1st Dept 1997]; WE Transp. v Suffolk Transp.

2014The promissory estoppel claim also fails since the facts alleged do not show that defendant caused “unconscionable injury” to plaintiff as a result of any reasonable reliance she placed on his alleged promises (Melwani v Jain, 281 AD2d 276, 277 [1st Dept 2001]).

1988The plaintiffs have further failed to demonstrate the "unconscionable injury” necessary to invoke the doctrine of promissory estoppel (D & N Boening v Kirsch Beverages, 99 AD2d 522 , affd 63 NY2d 449 ).

1985In D & N Boening v Kirsch Beverages ( 99 AD2d 522, 523 ), we stated that: “That doctrine, as set forth in section 139 of the Restatement of Contracts second, provides that a promise which the promisor should reasonably expect to induce action or forbearance on the part of the promisee, and which does induce such action or forebearance, is enforceable notwithstanding the Statute of Frauds if injustice can be avoided only by enforcement of the promise * * * Even if New York law fully embraced the doctrine of promissory estoppel, that doctrine would only be applied to the limited class of cases w

2016Serv., 192 AD2d 601, 602 [2d Dept 1993], lv denied 82 NY2d 656 [1993]; Buddman Distribs. v Labatt Importers, 91 AD2d 838, 839 [4th Dept 1982]).

2015Serv., 192 AD2d 601, 602 [1993]; Carvel Corp. v Nicolini, 144 AD2d 611, 612-613 [1988]; D & N Boening v Kirsch Beverages, 99 AD2d 522, 524 [1984], affd 63 NY2d 449 [1984]; cf. American Bartenders School v 105 Madison Co., 59 NY2d 716, 718 [1983]).

2025While we have never recognized promissory estoppel as a standalone cause of action ( see Matter of Hennel , 29 NY3d 487 , 494 n 3 [2017]; Allegheny Coll. v National Chautauqua County Bank of Jamestown , 246 NY 369, 373-374 [1927]), the Appellate Division has done so in at least some circumstances, and its departments are unanimous that an essential element of a promissory estoppel claim is a " 'clear and unambiguous promise' " ( Villnave Constr.

2025While we have never recognized promissory estoppel as a standalone cause of action ( see Matter of Hennel , 29 NY3d 487 , 494 n 3 [2017]; Allegheny Coll. v National Chautauqua County Bank of Jamestown , 246 NY 369, 373-374 [1927]), the Appellate Division has done so in at least some circumstances, and its departments are unanimous that an essential element of a promissory estoppel claim is a " 'clear and unambiguous promise' " ( Villnave Constr.

2022The Waxy defendants argue that, because an agreement to answer for the debt of another must be in writing or is void ( see General Obligations Law § 5-701 [a] [2]), Trinity must additionally "demonstrate that it would be unconscionable to invoke the statute of frauds to bar" a promissory estoppel claim ( Fleet Bank v Pine Knoll Corp. , 290 AD2d at 797 ; see Matter of Hennel , 29 NY3d 487, 493 [2017] [noting that "the statute of frauds will not apply if petitioners can establish the elements of promissory estoppel and that they would [*4]otherwise suffer unconscionable injury"]; Castellotti v F

2016If a contract is barred by the statute of frauds, a promissory estoppel claim is viable in the limited set of circumstances where unconscionable injury results from the reliance placed on the alleged promise (see Fleet Bank, 290 AD2d at 796-797 ; Melwani v Jain, 281 AD2d 276, 277 [1st Dept 2001]; Steele v Delverde S.R.L., 242 AD2d 414, 415 [1st Dept 1997]; WE Transp. v Suffolk Transp.

2015Detrimental reliance is an indispensable element of a promissory estoppel claim ( Thome v Alexander & Louisa Calder Found. , 70 AD3d 88, 104-105 [1st Dept 2009], lv denied 15 NY3d 703 [2010]), and a failure to adequately plead that element requires dismissal ( see Rosenberg v Home Box Off., Inc. , 33 AD3d 550, 550 [1st Dept 2006], lv denied 8 NY3d 804 [2007]).

2015Detrimental reliance is an indispensable element of a promissory estoppel claim (Thome v Alexander & Louisa Colder Found., 70 AD3d 88, 104-105 [1st Dept 2009], lv denied 15 NY3d 703 [2010]), and a failure to adequately plead that element requires dismissal (see Rosenberg v Home Box Off., Inc., 33 AD3d 550, 550 [1st Dept 2006], lv denied 8 NY3d 804 [2007]).

2015Moreover, the plaintiff failed to demonstrate that, pursuant to the doctrine of promissory estoppel, the defendants should be precluded from invoking the statute of frauds (see Itskovich v Loshak, 45 AD3d 535 [2007]; Yedvarb v Yedvarb, 237 AD2d 433, 434 [1997]; WE Transp. v Suffolk Transp.

2007Moreover, the plaintiff failed to demonstrate that, pursuant to the doctrine of promissory estoppel, the defendants should be precluded from invoking the statute of frauds (see Yedvarb v Yedvarb, 237 AD2d 433, 434 [1997]; WE Transp. v Suffolk Transp.

2015Serv., 192 AD2d 601, 602 [1993]; Carvel Corp. v Nicolini, 144 AD2d 611, 612-613 [1988]; D & N Boening v Kirsch Beverages, 99 AD2d 522, 524 [1984], affd 63 NY2d 449 [1984]; cf. American Bartenders School v 105 Madison Co., 59 NY2d 716, 718 [1983]).

1987The circumstances of this case are not such as to render it unconscionable to refuse to enforce the promise upon which the plaintiff allegedly relied, since the mere failure to obtain an uncertain prospective benefit does not rise to a sufficient level of unconscionability to warrant the application of the doctrine of promissory estoppel (see, American Bartenders School v 105 Madison Co., 59 NY2d 716 ; Philo Smith & Co. v USLIFE Corp., 554 F2d 34).

2005Since the promissory estoppel claim is precluded by the terms of the letter, the rule that a detailed showing of the elements of promissory estoppel need not be shown to survive a pre-answer motion to dismiss (see Rogers v Town of Islip, 230 AD2d 727, 728 [1996]) is irrelevant here; the deficiency is not in the completeness of the allegations, but in their contradiction.

2005Since the promissory estoppel claim is precluded by the terms of the letter, the rule that a detailed showing of the elements of promissory estoppel need not be shown to survive a pre-answer motion to dismiss (see Rogers v Town of Islip, 230 AD2d 727, 728 [1996]) is irrelevant here; the deficiency is not in the completeness of the allegations, but in their contradiction.

2024Footnote 9: This claim would also be dismissed under New York law, which requires that a promissory estoppel claim that is duplicative of a breach of contract claim must be dismissed ( Kim v Francis, 184 AD3d 413, 414 [1st Dept 2020]).

2024Footnote 9: This claim would also be dismissed under New York law, which requires that a promissory estoppel claim that is duplicative of a breach of contract claim must be dismissed ( Kim v Francis, 184 AD3d 413, 414 [1st Dept 2020]).

2023Enters., Inc. v. Verizon Corp. Servs Group, Inc. , 125 AD3d 520, 521 [1st Dept 2015]).

2023Enters., Inc. v. Verizon Corp. Servs Group, Inc. , 125 AD3d 520, 521 [1st Dept 2015]).

2016The general merger *493 clauses in the stock purchase agreements and the amended and restated shareholders agreement, which do not concern the same subject matter as the alleged promise, do not bar the promissory estoppel claim (see Urban Holding Corp. v Haberman, 162 AD2d 230, 231 [1st Dept 1990]).

2007“The sole criterion is whether the pleading states a cause of action, and if from its four corners factual allegations are discerned which taken together manifest any cause of action cognizable at law a motion for dismissal will fail.” (Urban Holding Corp. v Haberman, 162 AD2d 230, 230 [1st Dept 1990].) To avoid dismissal of a promissory estoppel claim, a plaintiff must allege (i) an unambiguous promise; (ii) reasonable and foreseeable reliance on the promise; and (iii) injury as a result of that reliance.

2015Detrimental reliance is an indispensable element of a promissory estoppel claim ( Thome v Alexander & Louisa Calder Found. , 70 AD3d 88, 104-105 [1st Dept 2009], lv denied 15 NY3d 703 [2010]), and a failure to adequately plead that element requires dismissal ( see Rosenberg v Home Box Off., Inc. , 33 AD3d 550, 550 [1st Dept 2006], lv denied 8 NY3d 804 [2007]).

2015Detrimental reliance is an indispensable element of a promissory estoppel claim (Thome v Alexander & Louisa Colder Found., 70 AD3d 88, 104-105 [1st Dept 2009], lv denied 15 NY3d 703 [2010]), and a failure to adequately plead that element requires dismissal (see Rosenberg v Home Box Off., Inc., 33 AD3d 550, 550 [1st Dept 2006], lv denied 8 NY3d 804 [2007]).

2015Serv., 192 AD2d 601, 602 [1993]; Carvel Corp. v Nicolini, 144 AD2d 611, 612-613 [1988]; D & N Boening v Kirsch Beverages, 99 AD2d 522, 524 [1984], affd 63 NY2d 449 [1984]; cf. American Bartenders School v 105 Madison Co., 59 NY2d 716, 718 [1983]).

2007Serv., 192 AD 2d 601, 602 [1993]; Carvel Corp. v Nicolini, 144 AD2d 611, 612-613 [1988]; D & N Boening v Kirsch Beverages, 99 AD2d 522, 524 [1984], affd 63 NY2d 449 [1984]; cf. American Bartenders School v 105 Madison Co., 59 NY2d 716, 718 [1983]).

2015Thus, the promissory estoppel claim should have been dismissed ( see Knight Sec., L.P. v Fiduciary Trust Co. , 5 AD3d 172 [1st Dept 2004] [promissory estoppel claim dismissed where the complaint failed to allege that the plaintiff was [*10]injured by reason of its reliance on the promise]; Tierney v Capricorn Invs., L.P. , 189 AD2d 629, 632 [1st Dept 1993] [dismissing promissory estoppel claim where there were only conclusory allegations of reliance], lv denied 81 NY2d 710 [1993]).

2015Thus, the promissory estoppel claim should have been dismissed (see Knight Sec. v Fiduciary Trust Co., 5 AD3d 172 [1st Dept 2004] [promissory estoppel claim dismissed where the complaint failed to allege that the plaintiff was injured by reason of its reliance on the promise]; Tierney v Capricorn Invs., 189 AD2d 629, 632 [1st Dept 1993] [dismissing promissory estoppel claim where there were only conclusory allegations of reliance], lv denied 81 NY2d 710 [1993]).

1988Defendant’s conduct here was not so egregious or unconscionable as to invoke the doctrine of promissory estoppel (see, Grant v DCA Food Indus., 124 AD2d 909 , lv denied 69 NY2d 612 ; Cunnison v Richardson Greenshields Sec., 107 AD2d 50 ; Swerdloff v Mobil Oil Corp., 74 AD2d 258, lv denied 50 NY2d 803 , 913; see also, Goldberg v Manhattan Ford Lincoln-Mercury, 129 Misc 2d 123 ).

1988Even if all allegations made by the defendants were to be taken as true, we would not find the circumstances to be so egregious as to warrant the application of the doctrine of promissory estoppel (see, Swerdloff v Mobil Oil Corp., 74 AD2d 258 ).

2025While we have never recognized promissory estoppel as a standalone cause of action ( see Matter of Hennel , 29 NY3d 487 , 494 n 3 [2017]; Allegheny Coll. v National Chautauqua County Bank of Jamestown , 246 NY 369, 373-374 [1927]), the Appellate Division has done so in at least some circumstances, and its departments are unanimous that an essential element of a promissory estoppel claim is a " 'clear and unambiguous promise' " ( Villnave Constr.

2025While we have never recognized promissory estoppel as a standalone cause of action ( see Matter of Hennel , 29 NY3d 487 , 494 n 3 [2017]; Allegheny Coll. v National Chautauqua County Bank of Jamestown , 246 NY 369, 373-374 [1927]), the Appellate Division has done so in at least some circumstances, and its departments are unanimous that an essential element of a promissory estoppel claim is a " 'clear and unambiguous promise' " ( Villnave Constr.

2015Thus, the promissory estoppel claim should have been dismissed ( see Knight Sec., L.P. v Fiduciary Trust Co. , 5 AD3d 172 [1st Dept 2004] [promissory estoppel claim dismissed where the complaint failed to allege that the plaintiff was [*10]injured by reason of its reliance on the promise]; Tierney v Capricorn Invs., L.P. , 189 AD2d 629, 632 [1st Dept 1993] [dismissing promissory estoppel claim where there were only conclusory allegations of reliance], lv denied 81 NY2d 710 [1993]).

2015Thus, the promissory estoppel claim should have been dismissed (see Knight Sec. v Fiduciary Trust Co., 5 AD3d 172 [1st Dept 2004] [promissory estoppel claim dismissed where the complaint failed to allege that the plaintiff was injured by reason of its reliance on the promise]; Tierney v Capricorn Invs., 189 AD2d 629, 632 [1st Dept 1993] [dismissing promissory estoppel claim where there were only conclusory allegations of reliance], lv denied 81 NY2d 710 [1993]).

2016Serv., 192 AD2d 601, 602 [2d Dept 1993], lv denied 82 NY2d 656 [1993]; Buddman Distribs. v Labatt Importers, 91 AD2d 838, 839 [4th Dept 1982]).

1984Pen Corp. v Shatsky Metal Stamping Co., 94 AD2d 788, 789 ; American Bartenders School v 105 Madison Co., 91 AD2d 901 ; Buddman Distrs. v Labatt Importers, 91 AD2d 838 ; Ginsberg v Fairfield-Noble Corp., 81 AD2d 318 ; Swerdloff v Mobil Oil Corp., supra; 3 Willison, Contracts [3d ed], § 533A, p 801).

2016School Dist., 69 AD3d 769, 771 [2d Dept 2010]; Fleet Bank v Pine Knoll Corp., 290 AD2d 792, 797 [3d Dept 2002]; Chemical Bank v City of Jamestown, 122 AD2d 530, 531 [4th Dept 1986], lv denied 68 NY2d 608 [1986]).

2009In light of defendant’s denial of the alleged promise, plaintiff has failed to establish the existence of a clear and unambiguous promise and thus the doctrine of promissory estoppel does not apply (see Rogowsky v McGarry, 55 AD3d 815 [2008]; Chemical Bank, 122 AD2d at 530 ).

2016If a contract is barred by the statute of frauds, a promissory estoppel claim is viable in the limited set of circumstances where unconscionable injury results from the reliance placed on the alleged promise (see Fleet Bank, 290 AD2d at 796-797 ; Melwani v Jain, 281 AD2d 276, 277 [1st Dept 2001]; Steele v Delverde S.R.L., 242 AD2d 414, 415 [1st Dept 1997]; WE Transp. v Suffolk Transp.

1999In this regard, plaintiffs may rely on the doctrine of promissory estoppel (cf., Steele v Delverde S.R.L., 242 AD2d 414 ).

2009Co., 243 AD2d 281, 281-282 [1997]).

2005The legal insufficiency of the contract cause of action requires the dismissal of the promissory estoppel claim as well, since the inclusion of the condition precluded the element of detrimental reliance (see Chatterjee Fund Mgt., supra; Prestige Foods, supra; Hollinger Digital, supra).