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Breach of Duty › Purchase Agreement

Freiberger Haber LLP

In Pari Delicto … What Does That Mean?

Freiberger Haber LLP on

In Seitz v. Marcum LLP, 2024 N.Y. Slip Op. 51141(U) (Sup. Ct., N.Y. County Aug. 30, 2024) (here), Justice Robert R. Reed of the New York County Commercial Division addressed the doctrine of in pari delicto, which “bars a...more

Freiberger Haber LLP

Fraudulent Inducement, Merger Clauses and Duplication

Freiberger Haber LLP on

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

Cadwalader, Wickersham & Taft LLP

Title (Coverage) Not Available

Cadwalader, Wickersham & Taft LLP on

Two recent decisions concerning title insurance illustrate that an insured’s negligence can result in an exclusion from coverage and that title insurers generally do not owe a fiduciary duty to their insureds....more

Morris James LLP

Chancery Grants Anti-Suit Injunction, Holds Non-Signatory Subsidiary is Bound by Stock Purchase Agreement’s Forum Selection Clause

Morris James LLP on

Fla. Chem. Co., LLC v. Flotek Indus., Inc., C.A. No. 2021-0288-JTL (Del. Ch. Aug. 17, 2021). Under Delaware law, a forum selection clause may be enforceable against a non-signatory if the non-signatory has a significantly...more

Farrell Fritz, P.C.

Re-Revisiting The Duty to Disclose Third-Party Offers Amidst Buy-Out Negotiations

Farrell Fritz, P.C. on

Three weeks ago, I wrote about the Bak v Rostek case in Brooklyn Supreme Court addressing the duty to disclose third-party offers amidst buy-out negotiations between co-owners. ...more

Vedder Price

Global Transportation Finance Newsletter - May 2019

Vedder Price on

In This Issue: Buyer Beware: Court Upholds Punitive Damages Waiver in Case Alleging Fraud for “New” Aircraft Sale - Embraer v. Dougherty Air Trustee: Avoiding Foot Faults in Your Residual Value Guarantee Contract - ...more

Kramer Levin Naftalis & Frankel LLP

When a Bankruptcy Plan Precludes Inquiry Into the Conduct of a Trustee

Kramer Levin Naftalis & Frankel LLP on

In yet another of the many cases against Residential Mortgage Backed Securities (RMBS) trustees for their alleged responsibility for losses suffered by investors, Judge Jesse Furman of the Southern District of New York...more

McCarter & English, LLP

Delaware Law Updates – The Court of Chancery Determines $2 Billion Dispute Is One for an Independent Auditor to Decide

McCarter & English, LLP on

In Chicago Bridge & Iron Company N.V. v. Westinghouse Electric Company LLC, C.A. No. 12585-VCL (Del. Ch. Dec. 5, 2016), the Court of Chancery granted a buyer’s motion for judgment on the pleadings, holding that the plain...more

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