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Breach of Contract › Attorney's Fees › Purchase Agreement

Patton Sullivan Brodehl LLP

A Dissolved LLC Can Still Recover Attorney Fees

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An LLC Jungle post from last year addressed the issue of whether derivative claims can be pursued for a dissolved LLC.  See: Can Derivative Claims be Pursued for a Dissolved or Cancelled LLC?  The short answer is “yes.”...more

BCLP

Settlement and Breach of Contract: Key Takeaways from Parkway

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This case concerns a company (“U.S. Home”) entering into a contract to purchase land from a limited liability company (“Purchase Agreement”) solely owned by two brothers (“Sellers”). On the same day of the purchase, U.S. Home...more

Burr & Forman

SC body bag noncompete case exhumed, revisited

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Two years ago, we wrote about a noncompete decision in which a special referee found a business seller had breached a sales agreement by violating both a noncompete covenant and an exclusive sales provision contained in the...more

Burr & Forman

Non-Competes in the Employment Context Revisited

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In 2016 we wrote about a non-compete decision where special referee found that a seller of a business had breached a sales agreement by violating both a non-compete covenant and an exclusive sales provision contained in the...more

Morris James LLP

Superior Court Limits Contractual Indemnification To Third Party Claims

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This decision holds that a general obligation to indemnify another party to a contract applies only to claims filed by a third party and not to claims between the parties to the contract itself. Hence, if you want to cover...more

Morris James LLP

Court Of Chancery Calculates The Length Of An Injunction Against Unfair Competition

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How long should competition in violation of an agreement be enjoined? Normally, that would depend on what the agreement says. But when that is not set out by the parties’ contract, this decision explains how to determine the...more

Mintz

Making “Material Adverse Change” Mean What You Choose It to Mean — Neither More nor Less

Mintz on

A recent decision by the Court of Chancery of Delaware provides a reason to pause before agreeing to standard, boilerplate “material adverse change” clauses in purchase agreements. In Osram Sylvania, Inc. v. Townsend...more

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