• "Big Boy" Provisions: New York Courts Uphold Validity of Releases from Fiduciary Duties
  • February 21, 2013 | Authors: Janice Mac Avoy; Michael Mandelstam; Gregg L. Weiner
  • Law Firm: Fried, Frank, Harris, Shriver & Jacobson LLP - New York Office
  • Two recent court decisions have demonstrated that New York courts continue to dismiss complaints alleging fraud in connection with transactions between sophisticated parties where the parties previously agree to specific disclaimer and release provisions waiving their rights to bring claims based on misrepresentations or omissions by the other party in the course of negotiating the transaction. These disclaimer and release provisions are commonly known as "Big Boy" provisions because each party is acknowledging that it has made its own independent assessment of the risks involved in the transaction. However, often times these independent assessments fail to adequately protect a party from the deceitful actions of the other, and the "big boy" is left without recourse against the other party.