Safflane Holdings Ltd. et al v. Gagosian Gallery, Inc.

Filing 1

COMPLAINT against Gagosian Gallery, Inc. (Filing Fee $ 350.00, Receipt Number 931692)Document filed by Safflane Holdings Ltd., Robert Wylde.(tro)

AARON RICHARD GOLUB, ESQUIRE, PC
Attorneys for Plaintiff
34 East 67th Street _3rd Floor
New York, New York 10065
ph: 212-838-4811
fx: 212-838-4869
ARG 6056
UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
______________________________________X
SAFFLANE HOLDINGS
ROBERT WYLDE,

Civil Action No.

LTD., and
COMPLAINT
(Jury Trial Demanded)
Plaintiffs,

-againstGAGOSIAN

GALLERY,

INC.

Defendant.
______________________________________ X

Plaintiffs
ROBERT WYLDE
ESQUIRE,

SAFFLANE

HOLDINGS

l(_~::~~~~~~

LTD.

(~Wyldell), by their attorney,

PC, as and for their complaint,

AARON RICHARD GOLUB,

allege

as follows:

THE PARTIES
1.
organized

under
2.

Kingdom

Safflane

is a corporation

the laws of the Republic
Plaintiff

of Great Britain
3.

domestic

Plaintiff

Defendant

business

of Cyprus

Wylde is a citizen
and Northern

of the United

organized

Inc. (~Defendant") is a
under

State of New York, and maintains its principal
business

at 980 Madison

Avenue,

(~Cyprus").

Ireland.

Gagosian Gallery,

corporation

duly

the

laws

the

office and place of

New York, New York 10075.

-1-

of

JURISDICTION
4.
original

This is a civil action over which this Court has

jurisdiction

1332(a) (2) i
diversity

AND VENUE

under the provisions

the diversity

of citizenship

jurisdiction

value of seventy-five
of interest

dollars

Plaintiff

Safflane

exceeds

to

the sum or

($75,000.00),

is a corporation

organized

under the laws of Cyprus,

maintains

its principal

Plaintiff

Wylde

and Northern

herein.

Plaintiffs

relationships
6.

is a citizen

place of business

is a citizen

Britain

Ireland
assert

exclusive

of the United

duly
of Cyprus, and

in Nicosia,
Kingdom

and is an individual

claims arising

Cyprus.

of Great
plaintiff

from contractual

with Defendant.
The complaint

excess of Six Million
and costs.

seeks compensatory

damages

($6,000,000.00),

exclusive

Dollars

Accordingly,

in excess of the statutory
dollars

all proper parties

in controversy

thousand

Complete

and costs.

5.

interest

statute.

exists between

this action and the amount

of 28 U.S.C. §

minimum

the amount

in
of

in controversy

of seventy-five

is

thousand

($75,000.00).
7.

Venue

is proper

U.S.C. § 1392(a) (1) and
this District;
omissions

and

giving

in this District

(2), because

(b) a substantial

rise to plaintiffs'

-2-

pursuant

(a) Defendant
portion
claims

to 28

resides in

of the events and
occurred

in this

District.
FACTUAL
A.

BACKGROUND

The Defendant, and the World Renowned
Mark Tansey and Richard Prince
8.

Gagosian

Defendant,

("Gagosian"),

contemporary
galleries

established

is reputedly

art galleries

in 1979 by Lawrence
one of the most

managed

world-renowned
represented

by Gagosian.

artist

Mark Tansey

the renowned

approximately
information

Defendant

artist Richard

commencing

three art

owned and is

has represented

("Tansey")

2005 on a non-exclusive
and belief,

is wholly

G.

important

in the world and maintains

in New York City.l Defendant

principally

Artists

the

since 2004 and has

Prince

("Prince") since

basis and, upon

in 2008 on an exclusive

basis.
9.

Tansey

He is an American
monochromatic
hidden

was born in 1949 in San Jose,

postmodern

works,

painter best known

and elaborate

text, images and symbols.

for millions

of dollars

privately

paintings
Tansey's

for

incorporating

works of art sell

and at auction.

is, or ought to be, or should have been,

familiar

business

works

and creative

effectively

represent

aspect

of Tansey's

him as his gallerist;

California.

Defendant
with every

necessary

to

otherwise,

1
Defendant maintains ten gallery locations throughout the
world at these locations: New York City (three locations);
Beverly Hills; London (two locations); Rome; Athens; Paris;
Geneva and Hong Kong.
-3-

Defendant
Tansey

would not have been able to successfully

since 2004.
10.

Panama,

Prince was born

is an American

predominantly

artist

art."

of dollars privately

familiar

him as his gallerist;

Good

Defendant

represent

offered

Defendant

representative

Painting")

described

would not

Prince since 2005.

Eye Test"

(1981)

by John

most senior and experienced

for sale to plaintiff

authorized

to effectively

late July, 2009, Defendant,

("JG"), one of Defendant's

sales persons,

and

CLAIMS

The Sale of Tansey's "The Innocent
To Plaintiff Safflane By Defendant
In or about

is, or ought to

with every business

otherwise

TANSEY

11.

work

and calls it

works necessary

have been able to successfully

of

works of art sell for millions

and at auction.

aspect of Prince's

represent

who bases his artistic

Prince's

be, or should have been,
creative

in 1949 in the Republic

on the work of other artists

"appropriation

B.

represent

Wylde,

a painting

Safflane

by its

(the "Tansey

in the invoice of sale dated July 31,

2009, as follows:
MARK TANSEY
The Innocent Eye Test, 1981
Oil on canvas
78 x 120 inches
198.1 x 304.8cm
(TANSE 1981.0001
12.

No sale of art was or is made by Defendant

-4-

without

the express authority

principal

Gagosian,

which Gagosian

and supervision

including

of Defendant's

the sales set forth below

made all significant

in

and final business

decisions.
13.
the parties
Plaintiffs

based on several
actively

exclusively
marketed

factors,

collected

represented

relationship

and complement

Defendant

rendered

for Plaintiffs'
14.
including

in New York, orally
telephone,

in person

the following:

were

through Defendanti

sought works of art to
2

art cOllectioni

appraisals

and

on Plaintiffs'

artworks

company.

on or about July 20, 2009 to and

the date plaintiff

2009, JG represented,

market

Plaintiffs'

insurance

between

and whose paintings

specifically

written

Between

including

by Defendant

for its part,

developed

the works of Tansey, who was

and sold on the primary

Defendant,
improve

In 2004 a special

Safflane

assured

and warranted

and in writing,
and/or

was invoiced

to plaintiff

in sum and/or

bye-mail,

on July 31,
Wylde

substance,

by

the following:

i.

That Defendant could and would convey to
plaintiff Safflane good and unencumbered title to
the Tansey Paintingi

ii.

That Charles Cowles ("CC"), a well-known New York
City art dealer, was rightfully in possession of
the Tansey Paintingi

2

Commencing in 2004 Plaintiffs engaged in no less than 10
transactions with Defendant through JG (purchasing nine works of
art, including one Tansey painting, for a total of
$5,100,000.00) .
-5-

iii. That prior to CC's having taken possession of the
Tansey Painting, such work had been located and
exhibited at the The Metropolitan Museum of Art
(the "Met") located at 1000 Fifth Avenue, New
York City and that the Tansey Painting had been
properly returned to CC by the Met; and
iv.

That CC had advised JG that CC had had a
disagreement, described to Wylde by JG as a spat,
with the Met's new director (allegedly Gary
Tinterow, who replaced the deceased renowned
curator William Lieberman as the Chairman of the
Met's Department of Nineteenth Century, Modern
and Contemporary Art), and as a result the Tansey
Painting was no longer exhibited at the Met, had
been returned to CC, was now owned by CC and
could be sold to Safflane by Defendant.

15.

JG repeatedly

the excellent

provenance

had previously
prestigious

Painting,
Wylde

of the Tansey

been exhibited

museums

inducement

represented

which

Safflane

representations

Painting

the date plaintiff

(e.g., that it

as a major selling point and
to purchase

the Tansey

were made in conversations

in New York City commencing

through

Painting

to Wylde

at the Met, one of the most

in the world)

for plaintiff

and stressed

with

on or about July 20, 2009

Safflane

was invoiced

for the Tansey

on July 31, 2009.
16.

JG's representations

sum or substance,

in New York City, during

on or about July 20, 2009 through
was invoiced
exhibition
provenance;

to Wylde,

at the Met which

the Tansey

Painting's
-6-

the period

the date plaintiff

on July 31, 2009, concerning

history

in words and/or

the Tansey

enhanced

iconic

in

commencing
Safflane
Painting's

its value and/or

status; and the

scarcity

of quality

Tansey works of art in the secondary art

market were all material
consummate

JG's representations,

that the Tansey

Painting

sold to plaintiff

for Wylde

at the same premises

the period
responded

questions

Painting

which was

of CC's residence.

concerning

by assuring

in sum or substance,
had been properly

title

and reassuring

made

Wylde,

in

in New York City, that the
returned

to CC by the Met, CC

by Defendant,

and

Safflane

good and

to the Tansey Painting.

The facts, circumstances

justifiable

July 31, 2009, JG

title to and ownership

could and would convey to plaintiff

19.

assurances

then

On or about July

July 21, 2009 and ending

Painting

Painting

unencumbered

at CC's gallery

as CC's residence,

the Tansey

owned it, it could be sold to Safflane

Wylde's

Painting

by JG

On July 27 and 28, 2009 and at other times during

to Wylde's

words and/or

Defendant

to

and warranties

were confirmed

in the gallery portion

commencing

of the Tansey

Tansey

Safflane

to CC and could be

Street, New York City.

and JG viewed

on a wall
18.

by Defendant,

to view the Tansey

located at 84 Mercer
27, 2009, Wylde

assurances

had been returned

Safflane

which was located

hanging

for plaintiff

the sale of the Tansey Painting.
17.

arranging

inducements

reliance

on JG's representations

in New York City during

July 20, 2009 through

and reasons relating

the date plaintiff

-7-

to

and

the period commencing
Safflane

was invoiced

for the Painting

on July 31, 2009, were as follows:

i.

During and/or shortly after the viewing at CC's
residence, JG again reassured and represented to
Wylde, in words and/or in sum or substance, that
the Tansey Painting was no longer being exhibited
at the Met, the Tansey Painting had been properly
returned to CC by the Met, CC owned it and it was
hanging on CC's wall, and the work could be sold
to Safflane by Defendant;

ii.

JG was acting on behalf of one of the most
reputable and renowned contemporary art dealers
in the world;

iii. CC was a well known New York City art dealer who
was allegedly retiring from the business and was
selling the Tansey Painting as part of winding
down CC's art dealership;
iv.

Plaintiff Safflane and/or Wylde had previously
consummated several art transactions with
Defendant through JG, in excess of $5,000,000.00,
and a special relationship developed, as set
forth above, between Wylde and JG including one
of trust and confidence;

v.

Defendant was uniquely and professionally
situated in the art world to research and to
evaluate the truth or falsity of CC's
representations,
having dealt with the Met in the
past, knew key museum personnel and curators as
well as knew exactly how to source and verify the
relevant information from the Met relating to the
Tansey Painting. The lay Plaintiffs had no such
capability; and

vi.

JG's foregoing representations
concerning
ownership and title of the Tansey Painting were
rational, credible and there was no reason for
Wylde to doubt any of the foregoing.

20.

At all relevant

times, Wylde believed

Defendant

was acting

as a principal

Painting

with respect

to plaintiff

-8-

that

in the sale of the Tansey
Safflane

and that such sales

transaction
Safflane

would be consummated

and Defendant
21.

was to be gifted/donated
Cowles

documents

ownership

of the sale of

the Met had a 31% ownership
with a further agreement

of ownership

at or before

(who is CC's mother)

following
partial

Painting,

that the balance

plaintiff

as a principal.

to Safflane,

in the Tansey

commitment

between

Prior to 2009, and well in advance

the Tansey Painting
interest

acting

directly

of the Tansey Painting

the death of Ms. Jan

and/or CC.

According

to the

on file at the Met, the Met obtained

of the Tansey

and

Painting

its

as follows:

i.

A Promised Gift for Individual Donor (signed on
the Met's gift form) executed by CC in 1988,
giving a one percent (1%) interest in the Tansey
Painting to the Metj

ii.

Offer of a Promised Gift (signed on the Met's
gift form) executed by Ms. Jan Cowles in 1993,
giving a fifty percent (50%) interest in the
Tansey Painting to the Metj

iii. Offer of Partial Interest Gift (signed on the
Met's gift form) executed by Ms. Jan Cowles in
2003, giving a twenty percent (20%) interest in
the Tansey Painting to the Metj
iv.

22.
diligence

Offer of Partial Interest Gift (signed on the
Met's gift form) executed by Ms. Jan Cowles in
2004, giving a ten percent (10%) interest in the
Tansey Painting to the Met.

Had Defendant

based

professional
plaintiff

performed

proper

and customary

in part on access to the Met's

relationships

Safflane

between Defendant

did not enjoy, Defendant
-9-

due

staff and

and the Met, which
would have learned

that the Met maintained
interest

in the Tansey

and continued
Painting

to maintain

well before

an ownership

the time Defendant

sold the Tansey Painting

to plaintiff

own the Tansey Painting,

that it could not be sold to plaintiff

Safflane

Safflane.
23.

make

that ee did not

and that good and clear title could not pass to

plaintiff

known

Safflane,

In the alternative,

at all relevant
representations

ownership,

Defendant

knew or should have

times that it did not have the right to
to plaintiff

ee's alleged

rights,

Painting,

upon which Safflane

detriment

and was thereby

Defendant

acted with reckless

Safflane

regarding

and control

justifiably

damaged;

Defendant's

of the Tansey

relied

to its

or, in the alternative,

disregard

therewith

in making

such

representations.
24.
Tansey

On July 31, 2009, Defendant

Painting

$2,500,000.00

to plaintiff

Safflane

and issued to plaintiff

conditioned

to pass title

upon payment

Safflane

in full, stating

Payment

the Tansey

Painting

-10-

to Safflane
part

in full has been received."

was delivered

Safflane.

Such invoice

in pertinent

in full was made on or about August

thereafter

price of

an invoice dated

Painting.

from Defendant

"Title does not pass until payment

and sold the

for a purchase

July 31, 2009 for the sale of the Tansey
also purported

conveyed

5, 2009 and
to plaintiff

25.
formally

On or about April

advised

dated April
undivided
authorized

Safflane via email

interest

in the Tansey

Painting,

in any way to sell the Tansey
Painting

was extremely
PRINCE

a memorandum

On October

the following

Defendant

was not

Painting and the sale

embarrassing

for Defendant.

CLAIM

The Sale of Prince's "Millionaire
To Plaintiff Wylde By Defendant
26.

Wylde

incorporating

counsel

2, 2010, inter alia, that the Met owned a 31%

of the Tansey

C.

2, 2010, Defendant's

Nurse"

IS, 2009, Defendant

(2002)

showed plaintiff

painting:

Millionaire Nurse
RICHARD PRINCE (b. 1949)
Signed, titled and dated 2002 on the overlap
Ink jet print and acrylic on canvas
58 x 36 in. (147.3 x 91.4 cm) (the "Prince
Painting") .
27.

On October

16, 2009, Defendant

Wylde a fact sheet on the Prince
28.
sales person
a purchase

Painting.

On Friday October

23, 2009, Defendant,

JG, sold to plaintiff

by its

Wylde the Prince Painting

price of $2,200,000.00.
29.

dated October

Defendant

issued

to plaintiff

Wylde an invoice

23, 2009 on the same day as the sale described

above, memorializing
plaintiff

gave plaintiff

Wylde

the sale of the Prince Painting

for the sum of $2,200,000.00

Agreement") .

-11-

to

(the "Prince

for

30.

Two days later, on Sunday

mailed plaintiff

Wylde and advised

owner of the Prince

Painting

sale was accordingly
31.

Defendant
amount

had not withdrawn

from plaintiff

business

work of art

i.e., an offer higher

offer Defendant

of entering

No.1,

and belief,

agreement

and thereafter,

to the time, Defendant
Defendant

Defendant

unlawfully

Contract

No. 1 and accepts

a higher

unlawfully

Contract

No. l's original

repudiates

offer,

has a
to sell a

but prior to the
issues an
seeks higher

for the same work of art, and upon receiving

offer(s),

in

had already

Defendant

into a binding

("Contract No.1")

for Contract

offer(s)

25, 2009 e-mail and

Wylde.

time, and even subsequent
invoice

Wylde that he

it from sale but that in fact

a better offer,

Upon information

practice

plaintiff

Wylde that the truth was that the owner of the

than the $2,200,000.00

32.

higher

JG advised

Wylde in such October

had received

accepted

it from sale and the

cancelled.

had lied to plaintiff

Prince Painting

him, inter alia, that the

had withdrawn

Subsequently,

advised plaintiff

October 25, 2009, JG e-

such

and/or rejects

to the detriment

purchaser.

AS AND FOR A FIRST CAUSE OF ACTION
(Tansey Painting - Breach of Express Warranty
33.
foregoing

Plaintiffs

allegations

representations

repeat and reallege

of

of Title)

all of the

as if fully set forth herein. Defendant's

and description

made
-12-

in July, 2009 concerning

the Tansey Painting

and title thereto was an affirmation

or promise made by the seller to the buyer relating
Tansey Painting

which was a material

Tansey Painting

sale to plaintiff

34.
plaintiff

Safflane

represented

the Met, had been

Painting

returned

to plaintiff
Plaintiff

Defendant

plaintiff

Safflane

37.

Safflane

purchased

at
and

the Tansey Painting

and warranties.

representations

and warranties
and/or guarantee

title to the Tansey

would receive

Safflane

Painting

in
that

good,

and/or that

good, clear and unencumbered

Painting.

in a sum reflecting

the precise

amount

-13-

plaintiff

Safflane

the value of the Tansey

at the time of trial, exceeding

($6,000,000.00),

inter

title to the Tansey Painting would

As a result of the foregoing,

has been damaged

Safflane,

to CC, could be sold to Safflane,

could and would convey to plaintiff

title to the Tansey

Painting

the Tansey Painting,

to plaintiff

an express warranty

clear and unencumbered

and

Safflane.

Defendant's

July 2009 constitute

to

was no longer being exhibited

on such representations
36.

and as a part thereof,

to purchase

good, clear and unencumbered

relying

Safflane.

and warranted

alia, that the Tansey

35.

part of the basis of the

and prior thereto

to induce plaintiff

be conveyed

to the

At the time of the sale of the Tansey Painting

Safflane,

Defendant

of fact

Six Million Dollars

to be proven

at trial, with

appropriate

legal interest

including

l

consequential

and incidental

I

without

limitation

all

l

damages proximately

related

thereto.
AS AND FOR A SECOND CAUSE OF ACTION
(Tansey Painting - Breach of Implied Warranty
38.
foregoing

Plaintiffs

allegations
39.

contained
good

repeat and reallege

of Title)

all of the

as if fully set forth herein.

Defendant/s

contract

an implied warranty

and its transfer

to sell the Tansey Painting

that the title conveyed

rightful

was to be

and that the Tansey Painting

l

l

was to be delivered
encumbrance

to plaintiff

Safflane

free from any lien

l

or claim by third parties.
40.

Defendant/s

contract

to sell the Tansey Painting

contained

an implied warranty

delivered

free of the claim of any third person

infringement

Defendant/s

an implied

could and would convey
unencumbered
Safflane
Tansey

Painting

was to be

by way of

or the like.

41.
constitute

that the Tansey

representations

warranty

and/or

to plaintiff

title to the Tansey

would receive

good

l

in July 2009

guarantee

Safflane

Painting

that Defendant

good

clear and

l

and/or

that plaintiff

clear and unencumbered

title to the

Painting.
42.

Plaintiff

Safflane

purchased

relying on such warranties

and/or guaranties.

43.

of the foregoing

the Tansey Painting

As a result

-14-

I

plaintiff

Safflane

has been damaged
Painting

in a sum reflecting

at the time of trial,

($6,000,000.00),
appropriate

the precise

legal interest

consequential

the value of the Tansey

exceeding

amount

Dollars

to be proven at trial, with

including,

and incidental

Six Million

without

limitation,

damages proximately

all

related

thereto.
AS AND FOR A THIRD CAUSE OF ACTION
(Tansey Painting - Breach of Implied Warranty
Merchantability)
44.
foregoing

Plaintiffs

allegations
45.

contained
alia,

Defendant's

for the ordinary

to sell the Tansey

Painting

purposes

that, inter

was to pass without

to the description

Painting

objection

in the invoice, was fit

for which goods such as the Tansey
conform

to the promises

or

of fact made by Defendant.

46.

Plaintiff

Safflane

purchased

the Tansey

Painting

plaintiff

Safflane

on such warranties.
47.

As a result

has been damaged
Painting

all of the

of merchantability

are used, and would

affirmations

relying

agreement

an implied warranty

in the trade pursuant

and reallege

as if fully set forth herein.

title to the Tansey

Painting

repeat

of

of the foregoing,

in a sum reflecting

at the time of trial,

($6,000,000.00),
appropriate

the precise

legal interest

the value of the Tansey

exceeding

Six Million

amount

to be proven

including,

without

-lS-

Dollars

at trial, with

limitation,

all

consequential

and incidental

damages

proximately

related

thereto.
AS AND FOR A FOURTH CAUSE OF ACTION
(Tansey Painting - Breach of Contract)
48.
foregoing

Plaintiffs

allegations
49.

Defendant

consideration,

Tansey

Safflane

and Defendant

Safflane

and

for good and valuable
agreed

to sell the Tansey

for a purchase

thereafter

price of

issued to plaintiff

an invoice dated July 31, 2009 for the sale of the

Painting.
50.

paid Defendant
contract

On or about August

5, 2009, plaintiff

the sum of $2,500,000.00,

Safflane

thereby performing

the

on its part to be performed.
51.

neglecting
plaintiff
Tansey

into a contract,

in which Defendant

$2,500,000.00,

all of the

as if fully set forth herein.

to plaintiff

Safflane

and reallege

On July 31, 2009, plaintiff

entered

Painting

repeat

Defendant

to perform
Safflane

breached

its agreement

its obligations

by failing

by not conveying

good, clear and unencumbered

and

to

title to the

Painting.
52.

has been damaged
Painting

As a result of the foregoing,
in a sum reflecting

at the time of trial,

($6,000,000.00),
appropriate

the precise

legal interest

Six Million

Dollars

to be proven at trial, with

including,
-16-

Safflane

the value of the Tansey

exceeding

amount

plaintiff

without

limitation,

all

consequential

and incidental

damages

proximately

related

thereto.
AS AND FOR A FIFTH CAUSE OF ACTION
(Tansey Painting - Fraud)
53.
foregoing

Plaintiffs

allegations
54.

repeat and reallege

all of the

as if fully set forth herein.

Defendant

failed to inform plaintiff

that the Met owned a 31% undivided
Painting

and that Defendant

transfer

to plaintiff

interest

Safflane

in the Tansey

was not legally authorized

Safflane

to

clear title to the Tansey

Painting.
55.

Defendant

representations
concerning

to plaintiff

Safflane's

representative

title to the Tansey Painting

misrepresentations
their falsity
deceiving
purchase

knew or should have known that its

and omissions

the Tansey

disregard

were made with knowledge

such fraudulent

Painting

and intended

and omissions
Safflane

the misrepresentations
above by purchasing

of

of

Safflane

to

or were made with reckless

communicated

misrepresentations

plaintiff

or not such representations

the Tansey

induced plaintiff

and inducing

Painting

to whether

false. Defendant
concerning

were false, that such

and with the intent and for the purpose

and defrauding

Wylde

misrepresentations

that such material

be taken as true and caused and

to actually

and omissions

the Tansey

were true or

and justifiably

of Defendant

Painting.
-17-

rely on

set forth

56.
Tansey

The specifics

Claims section
57.

above in paragraphs

Defendant

upon information

of the fraud are alleged

and was exploited

exploited

CC's weak financial
on very

the motive
Painting

to commit

Defendant

position

to purchase
terms.

a fruitful

had

the Tansey
and reap a high

Safflane

client

the Tansey

Defendant

terms, as aforesaid,

from the sale to plaintiff

financial

who seized upon and

fraud as it could purchase

could maintain

and JG and

relationship

with

and Wylde.
58.

As a result of the foregoing,

has been damaged
Painting

by Defendant

(discounted)

on such favorable

profit margin

Safflane

favorable

to commit fraud as,

CC was in a desperate

condition,

Painting

11 through 25.

had the opportunity

and belief,

in the

in a sum reflecting

appropriate

the precise

legal interest

consequential

Six Million Dollars

amount

to be proven

including,

without

and incidental

Safflane

the value of the Tansey

at the time of trial, exceeding

($6,000,000.00),

plaintiff

damages

at trial, with

limitation,

proximately

all

related

thereto.
AS AND FOR A SIXTH CAUSE OF ACTION
(Negligent Misrepresentation)
59.
foregoing

allegations
60.

confidence

Plaintiffs

repeat and reallege

all of the

as if fully set forth herein.

Defendant

is and was in a special position

and trust with Plaintiffs,
-18-

as more

of

fully set forth in

paragraphs

13 and 19 above.

specialized

expertise

limitation,

relationships

Defendant

in the art market

61. Defendant
information
62.
representations
Defendant

plaintiff
Painting

(see paragraph

for the purpose

discharge

collection

When Defendant

of ee's statements
Painting

Plainfiff

representations

ee's alleged

Plaintiff

the Met to confirm

the Tansey

and enlarging

and

Painting,

Defendant

failed to

care by not making proper
rights or the truth or falsity
of the

(including paragraph

relied upon Defendant's

to its detriment.

by failing to inform

to be desired by

to the title and ownership

reasonably

Such

was made aware of the possible

as set forth above

Safflane

14), which

of purchasing

to the Tansey

related

and false

of Tansey paintings.

its duty of reasonable

to confirm

negligent

and inaccurate.

were known by the Defendant

title issues related

contact

made reckless,

to Plaintiffs

plaintiffs'
63.

and

to the Plaintiffs.

for the sum of $2,500,000.00

enhancing

Tansey

8-10 and 19(v) above.

had a duty to impart accurate

The Defendant

Safflane

without

such as the Met, as more

should have known were untrue

representations

inquiry

including,

with museums

fully set forth in paragraphs

correct

has and had a unique and

Defendant

Safflane

ee's alleged

Painting.

-19-

14) and

incomplete

was also negligent

that it took no steps to
rights

to the Tansey

64.
purchase

Plaintiff

Safflane

the Tansey painting

much less consummate

had it known title and ownership
65. Defendant's
Safflane

would not have offered to

were an issue.

actions proximately

caused Plaintiff

damage.
66. As a result Plaintiff

Safflane

in a sum reflecting

the value of the Tansey

of trial, exceeding

Six Million

precise

its purchase,

amount

interest

to be proven

including,

incidental

damages

without

Dollars

has been damaged

Painting

at the time

($6,000,000.00),

the

at trial, with appropriate
limitation,

proximately

related

legal

all consequential

and

thereto.

AS AND FOR A SEVENTH CAUSE OF ACTION
(Tansey Painting - Violation of New York
Arts and Cultural Affairs Law § 13.03)
67.
foregoing

allegations
68.

Affairs
and/or

Plaintiffs

Law

§

Defendant

authenticity
Safflane

violated

13.03 as Defendant,

Painting

all of the

as if fully set forth herein.

injure plaintiff

the Tansey

repeat and reallege

Safflane,

attesting

of the Tansey

when paYment

the New York Arts and cultural
intending

to defraud,

deceive

made and issued an invoice for

that title and accompanying

Painting

shall pass to plaintiff

in full had been received,

-20-

when in fact,

good, clear and unencumbered
Safflane

after payment
69.

authenticity

title did not pass to plaintiff

in full had been received

The Tansey

Painting

by Defendant.

invoice relating

is false and Defendant

violated

to title and

the law as

Defendant

could not pass title to the Tansey Painting

plaintiff

Safflane

Defendant

never had title to the Tansey

and unencumbered
plaintiff

upon information

title to the Tansey

Safflane
70.

because,

As a result

violation

of New York Arts and Cultural

plaintiff

Safflane

value

of the Tansey

Million

Dollars

Painting

limitation,
related

could not pass to

to Defendant.
and Defendant's

Affairs

Law

13.03,

§

in a sum reflecting

the precise

legal interest

all consequential

Good, clear

the

at the time of trial, exceeding

($6,000,000.00),

at trial, with appropriate

Painting.

of the foregoing

has been damaged

and belief,

Painting

when it made payment

to

amount to be proven

including,

and incidental

Six

without

damages proximately

thereto.

AS AND FOR AN EIGHTH CAUSE OF ACTION
(Prince Painting - Repudiation of Contract)
71.
foregoing

allegations
72.

Defendant
purchase

Plaintiffs

and reallege

23, 2009, plaintiff

into an agreement

the Prince

all of the

as if fully set forth herein.

On october

entered

repeat

Painting

Wylde and

for plaintiff

Wylde to

for the sum of $2,200,000.00

-21-

as set

forth above.
73.

At all times herein

was ready, willing,

and able to perform

of the Prince Agreement
without

limitation,

mentioned,

plaintiff

the terms and conditions

on his part to be performed,

payment

Wylde

of the purchase

including,

price therefor

in

full.
74.

On October

cause, Defendant

unlawfully

failed and refused
Wylde because
information
another

25, 2009, without
repudiated

to deliver

Defendant

and belief,

and plaintiff

agreement,

the Prince Agreement

the Prince Painting

had received
Defendant

a higher

offer.

notwithstanding

Wylde had entered

and

to plaintiff
Upon

sold the Prince Painting

buyer with a higher offer,

Defendant

legal reason or

to

that the

into a binding

i.e. the Prince Agreement.
75.

been damaged

As a result of the foregoing,

in a sum exceeding

($1,000,000.00),
appropriate

the precise

legal interest,

consequential

One Million

amount

damages

Wylde has

Dollars

to be proven

including,

and incidental

plaintiff

at trial, with

without

limitation,

proximately

related

thereto.

AS AND FOR A NINTH CAUSE OF ACTION
(Deceptive and Misleading Business Practices
GBL sec. 349 et. seq.)
76.

Plaintiffs

repeat

and reallege

-22-

-

all of the

all

foregoing

allegations

as if fully set forth herein.

77. Defendant

has engaged

and misleading

business

practices

sections

349 et. seq. as set forth above in par. 32.
78.

in violation

in deceptive

Defendant

of New York General Business

is an art gallery

open to the public at

large and which sells works of art to the public
engaged

in deceptive

and dishonest

impact on the public
79.
activity

affecting

maintaining
agreement
seeking

has engaged

consumers

a business

of art.

in consumer

at large.

practice

and/or accepting

agreement

repudiating

offer(s)
and/or

to the detriment

utilizes

tactics

respects

and plaintiffs

Defendant

and misleading

rejecting

been damaged

in a sum exceeding

($1,000,000.00),
appropriate
consequential

the precise

legal interest,
and incidental

the prior

of the original

injured

business

in favor of plaintiff

unlawfully

for the same work of

purchaser,

in material

thereby.

80. As a result of the foregoing,
for deceptive

by

into a binding

which were and are deceptive
have been

related

Defendant,

of entering

higher

at large, has

which has a broad

to sell a work of art and thereafter

art and unlawfully
binding

misconduct

at large and collectors

Defendant

a cause of action

practices

exists against

wylde and plaintiff
One Million

amount

damages

-23-

wylde has

Dollars

to be proven

including,

Law

at trial, with

without

limitation,

proximately

related

all

thereto.
JURY DEMAND
Plaintiffs

demand

WHEREFORE,
a.

a jury for all claims

plaintiffs

Million

Painting

Dollars

Safflane,

limitation,

($6,000,000.00),

the Tansey

in a sum exceeding

the precise

Six

amount to be proven

including,

without

and incidental

damages proximately

Cause of Action,

On the Second

against Defendant

Painting

Dollars

Safflane,

limitation,

damages

reflecting

at the time of trial,

($6,000,000.00),

at trial, with appropriate

the value of

in a sum exceeding

the precise

legal interest

all consequential

amount to be proven

including,

and incidental

Six

without

damages proximately

thereto;
c.

On the Third Cause of Action,

in favor of plaintiff
the Tansey
Million

the value of

thereto;

in favor of plaintiff

related

against Defendant

reflecting

legal interest

all consequential

b.

Million

damages

at the time of trial,

at trial, with appropriate

related

judgment:

On the First Cause of Action,

in favor of plaintiff
the Tansey

demand

stated herein.

Painting

Dollars

Safflane,

damages

reflecting

at the time of trial,

($6,000,000.00),

at trial, with appropriate

legal interest

Defendant

the value of

in a sum exceeding

the precise

-24-

against

amount

including,

Six

to be proven
without

limitation,
related

all consequential

On the Fourth Cause of Action,

in favor of plaintiff
the Tansey

Painting

Dollars

Safflane,

limitation,

($6,000,000.00),

the Tansey

in a sum exceeding

the precise

Six

amount to be proven

including,

and incidental

without

damages proximately

On the Fifth Cause of Action,

Painting

Dollars

Safflane,

limitation,

damages

($6,000,000.00),

the value of

in a sum exceeding

the precise

legal interest

all consequential

against Defendant

reflecting

at the time of trial,

at trial, with appropriate

Six

amount to be proven

including,

and incidental

without

damages proximately

thereto;
f.

On the Sixth Cause of Action,

in favor of plaintiff
Tansey

Painting

Million

Dollars

Safflane,

limitation,

reflecting

at the time of trial,
($6,000,000.00),

at trial, with appropriate

related

the value of

thereto;

in favor of plaintiff

related

against Defendant

reflecting

legal interest

all consequential

e.

Million

damages

at the time of trial,

at trial, with appropriate

related

damages proximately

thereto;
d.

Million

and incidental

the value of the

in a sum exceeding

the precise

legal interest

all consequential

against Defendant

amount to be proven

including,

and incidental

Six

without

damages proximately

thereto;
g.

On the Seventh

Cause of Action,

-25-

against Defendant

in favor of plaintiff
Tansey

Painting

Million

Dollars

Safflane,

at the time of trial,
($6,000,000.00),

at trial, with appropriate
limitation,
related

Dollars

limitation,

Wylde,

damages

($1,000,000.00),

without

damages proximately

against Defendant

in a sum exceeding

the precise

legal interest

amount to be proven

including,

and incidental

One

without

damages proximately

thereto;
On the Ninth Cause of Action,

in favor of plaintiff
Dollars

Wylde,

limitation,

thereto;

against Defendant

in a sum exceeding

the precise

legal interest

all consequential

j.

damages

($1,000,000.00),

at trial, with appropriate

relief

including,

and incidental

all consequential

i.

related

amount to be proven

On the Eighth Cause of Action,

at trial, with appropriate

Million

the precise

Six

thereto;

in favor of plaintiff

related

the value of the

in a sum exceeding

legal interest

all consequential

h.

Million

reflecting

amount to be proven

including,

and incidental

One

without

damages proximately

and

Granting

to the plaintiffs

such other and further

as this Court shall deem just and proper,

-26-

together

with

the costs and disbursements
attorneys'

Dated:

of this action,

and reasonable

fees.

New York, New York
March 10, 2011

AARON RIC
GOLUB, ESQUIRE, P.C.
Attorneys for Plaintiffs
rd
34 East 67th Street - 3
Floor
New York, New York 10065
ph: 212-838-4811
fx: 212-838-4869
ARG 6056

-27-

=========NOTICE OF ENTRY===========
PLEASE take notice that the within is a (certified)
true copy of a
duly entered in the office of the clerk of the within
named court on
Dated,
Yours, etc.

New Y01"k, New Y01"k10065

34 t;asi 67th Sheet-3"d -1=1001"

Aa1"on Richa1"dGolub, ~>C\ui1"e,
P.c.

Office and Post Office Address

Attorney for

To
Attorney(s) for

M.

Yours, etc.

67th Sheet

- 3"d-1=1001"

Aa1"on Richa1"dGolub, ~>C\ui1"e,

p.c.

=======NOTICE OF SETTLEMENT======
PLEASE take notice that an order
of which the within is a true copy will be presented
for settlement to the Hon.
on
at
Dated,

Attorney for
34 ~asi

New Y01"k, New Y01"k10065

UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
==========================================

Plaintiffs,

SAFFLANE HOLDINGS LTD., and
ROBERT WYLDE,

-againstGAGOSIAN GALLERY, INC.
Defendant..

SUMMONS AND COMPLAINT

_3"d
-1=1001"

'21'2-838-4811

New Y01"k,New Y01"k10065

34 f;asi 67th Sheet

Aa1"on Richa1"dGolub, ~>C\ui1"e,
P.c.

Attorney for Plaintiffs
Office and Post Office Address, Telephone

To
Attorney(s) for
Service of copy of the within is hereby admitted
Dated
...........................................................

Attorney(s) for