From our private database of 28,700+ case briefs...
Main Street Baseball, LLC v. Binghamton Mets Baseball Club, Inc.
United States District Court, Northern District of New York
103 F.Supp.3d 244 (2015)
Main Street Baseball, LLC (plaintiff) negotiated with Binghamton Mets Baseball Club, Inc. (defendant) for almost five months to buy a minor-league baseball team. The parties then signed a “mutual and fully binding” letter of intent (LOI) “to pursue the proposed acquisition of the [team].” The LOI: (1) set many deal terms, including the sale price, a payment schedule, and the existence of indemnification; (2) stated that it was “a legally binding commitment” “to execute and deliver the Asset Purchase Agreement” (APA) that would actually transfer ownership of the team; and (3) set a 60-day period during which Binghamton would not entertain any other offers and the parties would “use their reasonable best efforts to negotiate, execute and deliver . . . a mutually agreeable [APA].” After the LOI was executed, Main Street made a security deposit of $100,000. During the APA negotiations, Binghamton proposed defining limits for the indemnification term, and Main Street suggested adding new terms (about matters like guaranteeing no loss for the first season, arbitration, and accounts-receivable collections). The 60-day period expired without the parties executing an APA. Binghamton then accepted an offer from a different buyer. Main Street sued, claiming that the LOI was a binding contract and Binghamton had breached it. Main Street moved for a preliminary injunction to prevent Binghamton from selling the team during the lawsuit.
Rule of Law
Holding and Reasoning (Hurd, J.)
What to do next…
Unlock this case brief with a free (no-commitment) trial membership of Quimbee.
You’ll be in good company: Quimbee is one of the most widely used and trusted sites for law students, serving more than 546,000 law students since 2011. Some law schools—such as Yale, Berkeley, and Northwestern—even subscribe directly to Quimbee for all their law students.Unlock this case briefRead our student testimonials
Learn more about Quimbee’s unique (and proven) approach to achieving great grades at law school.
Quimbee is a company hell-bent on one thing: helping you get an “A” in every course you take in law school, so you can graduate at the top of your class and get a high-paying law job. We’re not just a study aid for law students; we’re the study aid for law students.Learn about our approachRead more about Quimbee
Here's why 546,000 law students have relied on our case briefs:
- Written by law professors and practitioners, not other law students. 28,700 briefs, keyed to 984 casebooks. Top-notch customer support.
- The right amount of information, includes the facts, issues, rule of law, holding and reasoning, and any concurrences and dissents.
- Access in your classes, works on your mobile and tablet. Massive library of related video lessons and high quality multiple-choice questions.
- Easy to use, uniform format for every case brief. Written in plain English, not in legalese. Our briefs summarize and simplify; they don’t just repeat the court’s language.