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Court of Chancery Addresses the Scope of Summary Control Disputes and Effectiveness of Written Consents

Brown v. Kellar, C.A. No. 2018-0687-MTZ (Del. Ch. Dec. 21, 2018) - Control disputes, like those under Section 225 of the DGCL, are summary, narrow proceedings limited to the issues regarding title to office. The Court of...more

Court of Chancery Explains Conspiracy Jurisdiction and Inquiry Notice Rules

iBio v. Fraunhoffer Gesellschaft, C.A. No. 2017-0790-TMR (Del. Ch. Dec. 10, 2018) - This decision has two helpful analyses. First, it addresses the conspiracy theory of jurisdiction under the well-known Instituto Bancario...more

Delaware Superior Court Explains Privity Rule For Claim Preclusion

The Washington House Condominium Association Of Owners v. Daystar Sills Inc., C.A. N15C-01-108 WCC CCLD (November 13, 2018) - This is an interesting decision because it explains when there is privity between parties so as...more

Delaware Supreme Court Clarifies When LLC Agreement Makes A Contract Void

CompoSecure LLC v. Cardux LLC, C.A. No. 177,2018 (Del. November 7, 2018) - This is an important decision because it holds that an LLC agreement may make a contract void for failure to comply with the required provisions in...more

Court Of Chancery Provides Guidance On Reconciling Public Policy Exception To Noncompete Agreements

Cabela’s LLC v. Wellman, C.A. 2018-0607-TMR (October 26, 2018) - Delaware law broadly enforces noncompete agreements. However, it will not do so when the public policy of a state with greater contacts to the parties...more

Court Of Chancery Explains Scope Of Non-Compete Agreement

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

Court Of Chancery Refines Choice Of Law Analysis For Employment Agreements

Nuvasive Inc. v. Miles, C.A. 2017-0720-SG (September 28, 2018) - Delaware will enforce non-compete agreements against former employees, but generally California law bars such agreements. ...more

Court Of Chancery Interprets Preferred Stock Rights

Cedarview Opportunities Master Fund L.P. v. Spanish Broadcasting System Inc. C.A. 2017-0785-AGB (August 27, 2018) - How to interpret the provisions of preferred stock is often a difficult task. Any preference must be...more

Court Of Chancery Interprets Contract Rights Under Commercially Rational Test

QC Holdings Inc. v. Allconnect Inc., C.A. 2017-0715-JTL (August 27, 2018) - This decision on a undisputed factual record interpreted a contractual right to put stock by rejecting one side’s argument as “commercially...more

Delaware District Court Explains Tolling Based on Books and Records Inspection

Norman v. Elkin, C.A. No. 06-005-LPS (D. Del. Sept. 4, 2018) - Litigation seeking to inspect a corporation’s records under Section 220 of the DGCL might toll the statute of limitations for certain claims under the right...more

Delaware Superior Court Explains Impact Of European Data Rules On Forum Motion

Ethica Corporate Finance S.r.L. v. Dana Incorporated, C.A. No. N17C-10-145 EMD CCLD (August 16, 2018) Under the Cryo-Maid decision, a forum non conveniens motion must consider the impact on a defendant forced to litigate...more

Court of Chancery Reviews Post-Closing Payments

Fortis Advisors LLC v. Stora Enso AB, C.A. No. 12291-VCS (Del. Ch. Aug. 10, 2018) - Many merger agreements provide for additional payments after closing depending on the target’s performance....more

Court of Chancery Awards Fair Value to Forced-Out LLC Member

Domain Associates LLC v. Shah, C.A. No. 12921-VCL (Del. Ch. Aug. 13, 2018) - An LLC agreement may provide what payout a departing member receives for his or her interest. It also may provide that a member may be forced to...more

Delaware Superior Court Upholds Recovery Of Insurance Defense Costs

Catlin Specialty Insurance Company v. CBL & Associates Properties Inc., C.A. No. N16C-07-166 PRW CCLD (August 9, 2018) - This is an important decision because it upholds the right of an insurance company to recover defense...more

Federal District Court Explains Incorporation By Reference Rules

Askari v. Pharmacy Corporation of America, C.A. 16-1123-RGA (D. Del. August 8, 2018) - It is not always clear when two agreements are to be read as one. This is because incorporating one agreement into a second agreement...more

Federal District Court Dismisses Contradictory Claims

Hiller & Associates LLC v. Garden Fresh Restaurants LLC, C.A. 18-152-VAC-MPT (D. Del. August 9, 2018) - This is an interesting decision because it dismisses a counterclaim that is contradicted by the claimant’s answer to...more

Delaware Superior Court Explains When Fraud Claims May Survive An Integration Clause

Flowshare, LLC v. Georesults Inc., C.A. N17C-07-227 EMD CCLD (July 25, 2018) - This decision explains when a fraud claim survives a motion to dismiss that is based on the argument that an integration clause in a contract...more

Court of Chancery Addresses Contract Formation

CSH Theatres L.L.C. v. Nederlander of San Francisco Associates, C.A. No. 9380-VCMR (Del. Ch. July 31, 2018) - This drama arises from a dispute involving the Curran Theatre in San Francisco. The decision mostly deals with...more

Court Of Chancery Upholds Contract Claim Based On The Standard Of Conduct In An Agreement

Wenske v. Blue Bell Creameries Inc., C.A. 2017-0699-JRS (July 6, 2018) - When the parties to a LLP agree on the standard of conduct the general partner should follow, its failure to live up to that standard is a breach of...more

Delaware Superior Court Explains Statute Of Frauds

World Class Wholesale LLC v. Star Industries Inc., C.A. N17C-05-093 MMJ (May 22,2018) - This decision explains that when a contract may be validly terminated in less than a year the statute of frauds does not apply....more

Delaware Superior Court Requires Contract Claim Be Plead For Prejudgment Interest To Start To Accrue

Viking Pump Inc. v. Century Indemnity Company, C.A. N10C-06-141 PRW CCLD (May 23, 2018) - This decision has an important warning. A complaint for a declaratory judgment does not alone entitle a plaintiff to a monetary...more

Court Of Chancery Explains Contract Reformation Law In Earn-Out Context

Glidepath Limited v. Beumer Corporation, C.A. No. 1220-VCL (Del. Ch. June 4, 2018) - This decision addresses two contracting parties’ divergent expectations relating to whether a delayed closing affected the agreement’s...more

Court Of Chancery Stresses Proper Procedure When Relying On A Contractual Safe Harbor In The MLP Context

In Re Energy Transfer Equity, L.P. Unitholder Litigation, C.A. No. 12197-VCG (Del. Ch. May 17, 2018) - Conflicted transactions are commonplace in the master limited partnership (MLP) context. The entity’s operating...more

Court Of Chancery Applies LLC Contractual Fiduciary Duty

MHS Capital LLC v. Goggin, C.A. No. 2017-0449-SG (May 10, 2018) - Alternative entity agreements may eliminate common law fiduciary duties and often do, supplanting them with contractual fiduciary duties....more

Court Of Chancery Upholds Exclusive Remedy Clause

PR Acquisitions LLC v. Midland Funding LLC, C.A. 2017-0465-TMR (April 30, 2018) - This is an important decision because it teaches two important lessons. First, when an asset sale agreement contains explicit requirements...more

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