MEMORANDUM OF DECISION
TORRES, District Judge.
J. Daniel Lugosch, III, Peter Steingraber, and Providence Place Group, LLC ("Lugosch plaintiffs") seek a declaratory judgment to the effect that Lugosch's purchase of Robert Congel's general partnership interest in Providence Place Group ("PPG") did not violate the transfer restrictions, representations or warranties contained in an October 13, 1989, agreement (the "1989 Agreement") among Lugosch, Congel...
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