Reviewed September 7, 2026.
In Sato Construction Co., Inc. v. 17 & 24 Corp., 92 AD3d 934 (2d Dept 2012), an owner hired a contractor to restore windows in a landmark building. The architects later reported that deterioration prevented restoration of all the windows, and the owner terminated the agreement.
The court affirmed denial of the owner’s motion to dismiss four contract claims. The architect’s letter did not conclusively establish impossibility or sufficient cause under the contract. Claims for previously approved payment applications also survived. This was a pleading-stage decision, not a final determination that the termination was wrongful or that a particular balance was owed.
Read the termination provisions together
An architect’s certification can have a contractual role without deciding every legal or factual issue. Review the grounds for termination, notice and cure requirements, payment provisions, scope changes and evidence of the actual condition. Preserve photographs, inspection reports, payment certifications and correspondence explaining whether restoration, replacement or a revised scope was possible.
Owners should obtain advice before terminating; contractors should promptly document and respond to asserted defaults. The contract’s wording matters, but a professional’s letter is not necessarily conclusive proof of every condition required to terminate.
Kushnick Pallaci PLLC assists clients throughout New York with construction contract review and termination planning. Contact 631-752-7100 or vtp@kushnicklaw.com.
Attorney Advertising. General information, not legal advice.
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