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The court ruled against Douglas Elliman's request for summary judgment. It found there were still 'triable issues of fact,' meaning real questions that needed more evidence and testimony to answer. The sale contract only promised payment for commissions 'earned pursuant to a separate agreement.' It didn't clearly admit that Douglas Elliman had done the work needed to earn a commission on this specific 2017 sale. The court compared this case to past cases where the sale contract language was clearer, and found this case different enough that the dispute couldn't be decided early. The lower court's denial of summary judgment was upheld.
Douglas Elliman, a real estate brokerage firm, had a written contract to sell property for Roselle Building Co. The agreement promised a 5% commission if the property sold within 60 days after the contract ended, to a buyer who had seen the property during the agreement. The agreement expired in August 2016 but was extended until January 2017. The parties disagreed about whether they later made a new oral listing agreement. In December 2017, almost a year after the written agreement ended, Roselle sold the property to a long-time tenant. The sale contract mentioned Douglas Elliman as a broker but said commission would only be paid under a 'separate agreement.' When Roselle didn't pay, Douglas Elliman sued for breach of contract.
Douglas Elliman asked the court for summary judgment, a ruling made without a full trial because the facts seem clear. The question was whether the sale contract's language clearly proved a commission was owed, or whether real disagreements about the facts still needed to be resolved by a jury or judge at trial.
This case shows that vague references to a broker in a sale contract don't automatically guarantee a commission. Courts look closely at the exact wording of agreements. When contract language points to a 'separate agreement' instead of clearly confirming an obligation, factual disputes may need to go to trial instead of being resolved early.
Talk to a licensed real estate lawyer in New York.