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Manhattan Court Dismisses $80M Breach-of-Contract Suit Against Chainalysis


  • Chainalysis, represented by Skadden Arps, won dismissal of a breach-of-contract suit seeking $80M in damages.
  • As per Judge Joel Cohen, Plaintiff Blake Ratliff’s suit was dismissed due to untimely filing and unenforceable terms.
  • Ratliff claims his oral agreement on stock options was modified by Chainalysis co-founders, which the court rejected.

Manhattan Supreme Court Justice Joel Cohen dismissed a lawsuit seeking $80 million in damages against blockchain firm Chainalysis. The suit, filed by former employee Blake Ratliff, alleged a breach of an oral agreement modifying his stock options. Chainalysis, represented by Skadden, Arps, Slate, Meagher & Flom, successfully argued that Ratliff’s claims were untimely and lacked a viable basis.

Court Rules in Favor of Chainalysis

On June 7, Justice Cohen granted Chainalysis’s motion to dismiss Ratliff’s breach-of-contract suit. Ratliff claimed the company failed to honor an alleged oral agreement regarding his stock options. However, Chainalysis argued that the claims were time-barred, being filed six years after Ratliff’s employment ended.

Ratliff contended that he resided in Tennessee, which has a six-year statute of limitations for breach-of-contract actions. However, the court agreed with Chainalysis that Ratliff resided in Florida during his employment, where a four-year statute of limitations applies. Consequently, the court found the suit untimely.

Employment Agreement Terms

Chainalysis maintained that the employment agreement clearly stated that stock options would vest only after twelve months of continuous service. Ratliff, employed for less than a year, did not meet this criterion. The agreement also prohibited oral modifications, further invalidating Ratliff’s claims of an oral agreement.

Ratliff argued that Chainalysis co-founders Michael Gronager and Jonathan Levin assured him that his stock options were guaranteed and he would advance within the company. He claimed these verbal assurances amended the original employment agreement. However, the court found these allegations insufficient to override the written contract’s explicit terms.

Plans to Appeal

Ratliff’s attorney, Benjamin Joelson of Akerman, expressed disagreement with the court’s decision and indicated plans to appeal. Joelson stated, “We believe that Chainalysis wrongfully withheld compensation from Mr. Ratliff, and we intend to continue to pursue Mr. Ratliff’s rights.” Despite this, the dismissal marks a significant victory for Chainalysis. However, Chainalysis’s attorney, Alexander Drylewski of Skadden Arps, did not immediately respond to requests for comment.

Recently, the Australian Federal Court ruled in favor of Block Earner, stating that the fintech firm acted honestly despite offering unlicensed crypto yield products. Block Earner avoided a $234,000 fine but faced reputational damage and incurred significant legal fees. The court decided after the Australian Securities and Investments Commission (ASIC) pursued legal action against the firm for providing its “Earner” product without a financial services license.

Block Earner’s “Earner” product was deemed unlicensed, yet the court found no dishonest intent in its operations. Consequently, ASIC’s penalty request was dismissed. ASIC is currently reviewing the court’s decision. The ruling highlights the ongoing tension between innovative financial products and regulatory compliance, with ASIC’s stance emphasizing the importance of proper licensing.

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Disclaimer: Cryptocurrency is a high-risk asset class. This article is provided for informational purposes and does not constitute investment advice. You could lose all of your capital.

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