Urvan v. AMMO, Inc., Consol. C.A. No. 2023-0470 PRW (Del. Ch. Feb. 27, 2024, corrected Mar. 14, 2024) - It is an axiom of Delaware law that a corporation acts through its human agents. This principle informs the causes of...more
When representing an aggrieved plaintiff in a commercial matter, there are certain business torts that I tend to rely on more heavily than others. If business torts were foods, for example, a claim like breach of contract...more
“Read before you sign”, is what we counsel our clients, since we all know that courts will bind one contractually to a signed agreement even if not read. But, what if you never signed the agreement? Can you still be bound by...more
The public's increasing reliance on anonymous product and company reviews posted online often gives rise to complaints by the subjects of those reviews, especially when the reviews are negative or critical, and threaten to...more
Two decisions from the Court of Chancery — Dieckman v. Regency GP LP, C.A. No. 11130-CB (Del. Ch. Feb. 20, 2018) and Mesirov v. Enbridge Energy Co., C.A. No. 11314-VCS (Del. Ch. Aug. 29, 2018) — emphasize a significant...more
Lyons Insurance Agency Inc. v. Wilson, C.A. 2017-0092-SG (September 28, 2018) - This is a good decision for its explanation of when a non-compete agreement will be enforced when it does not have a geographical limit....more
David F. Johnson presented his paper on “Litigation Update, Including Fiduciary Issues” to the Texas Bankers Association’s Legal Conference in Austin, Texas, on April 5, 2018. This presentation covered recent Texas precedent...more
In Chukly v. American Family Mut. Ins. Co., 2017 WL 3262541 (D.Ariz. Aug. 1, 2017) (Order), a breach of contract and insurance bad faith case arising from a homeowners claim after a microburst and “massive rain,” the Arizona...more
In Super Starr Int’l, LLC v. Fresh Tex Produce, LLC, a Texas entity that distributes produce throughout the United States filed suit against another Texas entity that imports foreign grown produce into the United States and...more
Stockholder claims alleging wrongful dilution are typically considered to be derivative in nature. Several decisions out of Delaware, however, have created exceptions to this general rule allowing stockholders to sue...more
In Rhymes v. Filter Res., Inc., a former employer sued a former employee and the employee’s new business for breach of contract, breach of fiduciary duty, and tortious interference related to the employee’s competition with...more
A recurring problem in Delaware jurisprudence is whether breach of contract and fiduciary duty claims may proceed simultaneously....more
The NC Business Court's decision last month in Krawiec v. Manly, 2016 NCBC 7, illustrates a couple of things not to do in the Court. Don't Make "Aiding and Abetting" Claims - The Plaintiff made a claim against some...more