Desiste v. Sobande

Background

Bruce Desiste sued Solomon Sobande for allegedly breaching a profit-sharing agreement. Desiste claimed that he introduced Sobande to Jahseh Dwayne Ricardo Onfroy, professionally known as “XXXTentacion,” and Stokely Clevon Goulbourne, professionally known as “Ski Mask the Slump God.” According to Desiste, Sobande agreed to pay him 20% of Sobande’s gross commissions from managing the two artists. Sobande denied ever entering into such an agreement.

Desiste maintained that the parties discussed the arrangement, that Sobande sent him a draft agreement, and that both men electronically signed an agreement on March 14, 2017. Desiste also relied on emails and text messages that appeared to discuss signing the agreement and paying him as money came in. The parties agreed that Sobande paid Desiste at least $33,000 between March and June 2017, but they disagreed about the reason for those payments. Desiste said they were connected to the alleged agreement; Sobande said they were informal payments to thank Desiste for connecting him with Christian Gotay.

Desiste voluntarily dismissed his claim based on an oral agreement before the summary-judgment motion was decided, while reserving the ability to use evidence of an oral agreement for other purposes.

Legal Standard

Under Federal Rule of Civil Procedure 56, summary judgment is appropriate only when the evidence shows that there is no genuine dispute about a fact that could affect the outcome and the moving party is entitled to judgment as a matter of law. The court must view the evidence favorably to the party opposing the motion, but speculation and unsupported conclusions are insufficient.

Under New York law, a breach-of-contract claim requires an agreement, the plaintiff’s performance, the defendant’s breach, and damages. Mutual agreement can be shown through words, conduct, or other evidence of an intent to contract. A signed writing is strong evidence of agreement, but a signed writing is not always required unless the parties intended not to be bound without one or another legal rule requires a signed writing.

Court’s Analysis

The court found a genuine dispute about whether Sobande signed the profit-sharing agreement. Sobande denied signing it and submitted an electronic-data expert’s conclusion that DocuSign could not verify the signature. Desiste testified that he watched Sobande sign the agreement and submitted emails and text messages that appeared to show Sobande intended to sign and pay under the arrangement.

The court explained that the expert had not concluded that Sobande could not have signed the agreement in another way. The court also noted that the parties had not agreed to be bound only by signatures verifiable through DocuSign. Although Sobande challenged the authenticity of the emails and texts, he had not conclusively shown that he did not send them. Because a reasonable jury could credit Desiste’s evidence, the court held that the signature issue could not be resolved on summary judgment.

The court also found a separate factual dispute based on partial performance. The evidence showed that Desiste received a blank tax form from Sobande’s email account and that Sobande paid Desiste at least $33,000 during the relevant period. A jury could view those actions as evidence that Sobande intended to be bound by the alleged agreement, or could instead accept Sobande’s explanation that the payments were gifts. That issue therefore also required a factfinder’s resolution.

Sobande further argued that New York’s Statute of Frauds required a signed writing for the alleged finder’s-fee arrangement. The court did not resolve that issue because, even if the statute applied, whether Sobande signed the written agreement remained genuinely disputed.

Disposition

Judge Katherine Polk Failla denied Sobande’s motion for summary judgment. The court therefore did not decide whether the profit-sharing agreement existed, whether Sobande breached it, or what damages might be owed. The court also terminated Sobande’s motion for oral argument as moot and directed the parties to submit a joint letter proposing next steps by October 14, 2022.