One Twelve, Inc. v. Sirius XM Radio Inc.

Appellate Division of the Supreme Court of New York

One Twelve, Inc. v. Sirius XM Radio Inc.

105 A.D.3d 489, 961 N.Y.S.2d 916

CourtAppellate Division of the Supreme Court of the State of New York

DecidedApril 11, 2013

StatusPublished

This text of 105 A.D.3d 489 (One Twelve, Inc. v. Sirius XM Radio Inc.) is published on Counsel Stack Legal Research, covering Appellate Division of the Supreme Court of the State of New York primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

One Twelve, Inc. v. Sirius XM Radio Inc., 105 A.D.3d 489, 961 N.Y.S.2d 916 (N.Y. Ct. App. 2013).

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Opinion

Order, Supreme Court, New York County (Barbara R. Kapnick, J.), entered April 16, 2012, which granted defendant’s mo[490]*490tion for summary judgment dismissing the complaint, unanimously affirmed, with costs.

We agree with the motion court that plaintiffs are not entitled to additional performance-based compensation under the unambiguous agreement between plaintiffs and defendant’s predecessor, Sirius Satellite Radio Inc. Looking solely to the plain language used by the parties within the four corners of the agreement (see Kass v Kass, 91 NY2d 554, 566 [1998]), the disputed term “Sirius subscribers,” by which plaintiffs’ performance-based compensation was measured, did not include subscribers to XM Radio, a wholly owned subsidiary which defendant acquired by merger, even though the merger had been anticipated within the agreement.

Concur—Gonzalez, EJ., Mazzarelli, Renwick, Richter and Gische, JJ.

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Order, Supreme Court, New York County (Barbara R. Kapnick, J.), entered April 16, 2012, which granted defendant’s mo[490]*490tion for summary judgment dismissing the complaint, unanimously affirmed, with costs.

We agree with the motion court that plaintiffs are not entitled to additional performance-based compensation under the unambiguous agreement between plaintiffs and defendant’s predecessor, Sirius Satellite Radio Inc. Looking solely to the plain language used by the parties within the four corners of the agreement (see Kass v Kass, 91 NY2d 554, 566 [1998]), the disputed term “Sirius subscribers,” by which plaintiffs’ performance-based compensation was measured, did not include subscribers to XM Radio, a wholly owned subsidiary which defendant acquired by merger, even though the merger had been anticipated within the agreement.

Concur—Gonzalez, EJ., Mazzarelli, Renwick, Richter and Gische, JJ.

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Bluebook (online)

105 A.D.3d 489, 961 N.Y.S.2d 916, Counsel Stack Legal Research, https://law.counselstack.com/opinion/one-twelve-inc-v-sirius-xm-radio-inc-nyappdiv-2013.

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