Schlam Stone & Dolan Partner Jeffrey M. Eilender Discusses Whether Contractual Disclaimers Can Waive Fraud Claim
On May 21st, Jaden Rashada, a former top college football prospect, filed a lawsuit against prominent figures associated with the University of Florida (UF) football program, including UF coach Billy Napier, because of a...more
A common theme in commercial litigation is the assertion of a breach of contract claim and a fraudulent inducement claim. A plaintiff claiming a breach of contract must show (1) the existence of a contract; (2) the...more
Failure to Extend Extracurricular Opportunities to Parochial School Students Violates Free Exercise In Religious Rights Foundation of Pa. v. State College Area Sch. Dist., No. 23-CV-01144, 2023 WL 8359957 (M.D. Pa. Dec. 1,...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
A couple of months ago, we examined NW Media Holdings Corp. v. IBT Media Inc., 2023 N.Y. Slip Op. 30875(U) (Sup. Ct., N.Y. County Mar. 22, 2023) (here), a case in which a lower court addressed the question whether the...more
The Tennessee Supreme Court recently issued an important decision making clear that in a breach of contract dispute, the aggrieved party may recover more in damages than the parties’ contract permits, such as punitive,...more
In Ratliff v. Wycliffe Assoc., Inc., No. 6:22-cv-1185-PGB-RMN, 2023 WL 3688082 (M.D. Fla. May 26, 2023), the plaintiff, a software developer, sued the defendant, a Bible translation ministry, for sex discrimination under...more
A federal court in New Jersey has denied a franchisor’s motion for summary judgment on its claim for breach of contract by its franchisee, finding that the franchisee raised issues of material fact regarding whether it had...more
Contracting parties sometimes attempt to rely on merger clauses to avoid future claims arising from reliance on extra-contractual representations such as fraudulent inducement. But in Texas, the inclusion of a standard merger...more
Franchisee Cipercen, LLC operated several Meineke Car Care Centers. By 2017, Cipercen owed $550,000 in unpaid franchise fees to Meineke and decided to sell the franchises. Cipercen believed Meineke offered to waive the unpaid...more
Amerimark Interactive LLC v. Amerimark Holdings, C.A. No. N21C-12-175 MMJ CCLD (Del. Super. Nov. 3, 2022) - This decision discusses and applies numerous rules governing fraud claims under Delaware law....more
Guo, et al. v. Robl, et al. was filed in the United States District Court for the Central District of California on August 8, 2022. Plaintiffs assert claims of fraudulent inducement, fraud, breach of fiduciary duty, civil...more
On January 27, 2022, in Levy Family Investors, LLC v. Oars + Alps LLC the Delaware Court of Chancery (the “Court”) released a memorandum opinion providing clarity with regard to Delaware’s infamous “Anti-Bootstrapping Rule”...more
In an opinion of significance to M&A Practitioners, the Delaware Court of Chancery recently made it clear that Delaware law allows a buyer in an acquisition to “sandbag” a seller if the acquisition agreement allows for...more
In Real Estate Webmasters Inc. v. Rodeo Realty, Inc., Justice Richard Platkin of the Albany County Commercial Division granted plaintiff’s motion to strike Rodeo’s jury demand in connection with Real Estate Webmasters Inc.’s...more
When parties negotiate a contract, they make representations to each other like, “this product is like new” or “this is the best product on the market.” If those representations are false and made recklessly, the person...more
Content moderation is one of the biggest challenges for any interactive computer service provider that publishes information created by others. It is difficult to balance users' desires to express themselves and their desires...more
In an Aug. 12, 2021, opinion, the Delaware Chancery Court examined two seller-friendly purchase agreement provisions and held that public policy and Delaware law prevented the seller from invoking the provisions to block...more
SPay, Inc. v. Stack Media Inc. k/n/a JLC2011, Inc., et al., CA No. 2020-0540-JRS (Del. Ch. Mar. 23, 2021) - To obtain a preliminary anti-suit injunction, a movant must show (1) a reasonable likelihood of success on the...more
The buyer and a dealership signed a purchase agreement containing a dispute resolution clause ("DRC"). The DRC, in the middle of the purchase agreement, was the only provision in red ink, was in a smaller font and called for...more
Precision Castparts Corp. purchased companies with manufacturing facilities in the United States and Germany for €800 million. After the sale closed, Precision discovered that the seller had “manipulated financial documents...more
GEA Sys. N. Am. LLC v. Golden State Foods Corp., C.A. No. N18C-11-242 EMD CCLD (Del. Super. Ct. June 8, 2020) - This case illustrates the extent to which the economic loss doctrine bars tort claims arising out of the same...more
HOMF II Investment Corp. v. Altenberg, C.A. No. 2017-0293-JTL (Del. Ch. May 19, 2020) - Due process requires that a plaintiff provide the defendant with fair notice of the plaintiff’s claims. As this recent post-trial...more
Last week, in Conte’s Pasta Co. v. Republic Franklin Insurance Co., a New Jersey federal court ruled that Republic Franklin Insurance Co. was obligated to indemnify Conte’s Pasta for the costs incurred defending against a...more
There were significant developments in 2019 as courts continued to issue important decisions in this space and significant legislation impacting the residential mortgage-backed securities (“RMBS”) market came into effect. A...more