Goodstein Construction Corp., Dic-Underhill Industries and Milstein Properties, a Joint Venture v. City of New York

Summary

The New York Court of Appeals reversed the Appellate Division and held that the plaintiffs could not recover loss of anticipated profits based on the exclusive negotiation agreements with the City. The Court affirmed that only reliance damages for out‑of‑pocket expenses are available because the agreements imposed only a good‑faith duty to negotiate, not a guarantee of a contract. The decision reinstated the summary‑judgment dismissal of the plaintiffs’ profit‑loss claims.