GrandVision Wins Dismissal of Breach of Contract and Fraud Action

Paul, Weiss achieved a significant victory for GrandVision, an optical retail company, when Justice Melissa A. Crane of the Commercial Division of New York Supreme Court granted its motion to dismiss a breach of contract and fraud suit with prejudice from the bench.

The plaintiffs, including the founder of eyewear chain For Eyes Only and several trusts that previously owned FEO, alleged that the defendants made misrepresentations that induced the plaintiffs to sell FEO and denied the plaintiffs the opportunity to open franchise stores post-acquisition. The plaintiffs further alleged that the defendants breached a franchise contract by providing allegedly defective franchise documents, and asserted additional claims for implied covenant, unjust enrichment and promissory estoppel.

The court agreed with the defendants that there is no viable fraudulent inducement claim based on the facts presented, and that the claims for implied covenant, unjust enrichment and promissory estoppel were duplicative of the breach of contract claim. Given the notice provision in the franchise contract, which required the parties to provide written notice of breach within one year, and the plaintiffs’ own admissions in the complaint that they failed to provide such notice within the required time period, the court ruled that the plaintiffs had waived their breach of contract claim by failing to raise it until the commencement of the lawsuit three years after receiving the franchise documents.

The Paul, Weiss team included litigation partner Aidan Synnott (who argued the motion) and counsel Steve Herzog, and corporate partner Tarun Stewart.