It should not come as any surprise that failing to reduce your agreements to writing, and thereby assuring that everyone is, literally speaking, on the same page, and understands their respective obligations under the agreement, is generally speaking, a bad idea.

But it happens every day.

Two of the more common problems arising from failing to reduce the agreement to writing are claims that one side’s ideas were stolen, or that they weren’t paid fairly for the value of the services that they provided.

In New York, like many other jurisdictions, the fact that this agreement wasn’t put into a formal contract isn’t necessarily fatal to the claim; there are instances where you can still recover under a theory of unjust enrichment.

So, what do you need to prove in order to win an unjust enrichment claim under New York law?

Fortunately, New York’s courts have given us some guidance on the issue, and set forth the 3 things that you will need to prove:

(1)That the defendant derived a benefit from the plaintiff;

(2)That this benefit came at the plaintiff’s expense; and,

(3)That fundamental fairness, or in legal terms, equity, essentially requires that the plaintiff be repaid (in legalese, “restitution,”) for the fair value of the benefit that was given.

An important point bears mention here:

Under New York law, a defendant can be held liable for unjust enrichment even if they received this benefit by mistake.


Jonathan Cooper
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Non-Compete, Trade Secret, Unfair Competition and School Negligence Lawyer