Winthrop Products Corp. v. Damsky

The complaint in this action seeks damages for breach of warranties contained in a contract whereby the defendant corporation sold its assets and business to the plaintiff corporation. As a “ first separate and distinct defense, and as a first counterclaim”, defendants alleged in their answer that the warranties sued upon were not intended to be binding on defendants but were included only for the purpose of complying with the Bulk Sales Law, and defendants demanded judgment dismissing the complaint, reforming or construing the contract as they contended it was intended, and for judgment…