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Chancery Holds Integration Clause Bars Fraudulent Inducement Claim Based on Extra-Contractual Statements

Park7 Student Housing, LLC v. PR III/Park7 SH Holdings, LLC, C.A. No. 2025-0167-MTZ (Del. Ch. June 20, 2025) - Integration clauses provide that a contract is the complete and final agreement between the parties and...more

Chancery Dismisses Fiduciary Duty Action Alleging Brophy and Caremark Claims For Failure to Plead Demand Futility

In re Plug Power Inc. Stockholder Derivative Litigation, C.A. No. 2022-0569-KSJM (Del. Ch. May 2, 2025) - Because derivative claims belong to the corporation, a stockholder seeking to prosecute a derivative suit must...more

Chancery Enforces Liability Waiver Provision in Limited Partnership Agreement, Dismisses Claims Against Limited Partners

AG Mobile Holdings, L.P. v. H.I.G. Mobile, L.P., C.A. No. 2023-1103-MAA (Del. Ch. Feb. 13, 2025) - In this recent decision, the Court of Chancery reaffirmed that parties to alternative entity agreements are free to order...more

Court of Chancery Dismisses Aiding And Abetting Fraud Claim Against Corporate Officers And Directors On Grounds That A Corporation...

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

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