M/A-COM Security Corp. v. Galesi, 904 F.2d 134, 136 (2d Cir.1990) (“where a party’s acts subsequent to performance on the contract so directly destroy the value of the contract for another party that the acts may be presumed to be contrary to the intention of the parties, the implied covenant of good faith is implicated.”) (citing Roli-Blue, Inc. v. 69/70th Street Assocs., 119 A.D.2d 173, 506 N.Y.S.2d 159 (N.Y.App.Div.1986)); Joseph Victori Wines, Inc. v. Vina Santa Carolina S.A., 933 F.Supp. 347, 353 (S.D.N.Y.1996) (refusing to apply duty of good faith and fair dealing to a termination provision because the duty applies “only to the exercise of obligations which parties owe to each other during the term of a contract”); Bank of New York v. Sasson, 786 F.Supp. 349, 354 (S.D.N.Y.1992) (<HOLDING>). The first three claims for breach arise out
holding where parties had not reached a binding contract the implied covenant of good faith and fair dealing did not apply holding that the implied covenant of good faith and fair dealing is limited to performance under a contract recognizing cause of action for implied covenant of good faith and fair dealing in atwill employment contract recognizing that evidence of breach of implied covenant of good faith and fair dealing may support punitive damages recognizing an implied covenant of good faith and fair dealing by all parties in the performance of a contract for the sale of real estate