News & Analysis as of

Contract Termination Covenant of Good Faith and Fair Dealing

Clark Hill PLC

California Court of Appeals Rejects “Constructive Termination” as a Viable Theory of Contractual Recovery

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Here’s an interesting case from the California Court of Appeals dealing with a unique issue that can arise in beverage distribution contracts – can a supplier “constructively terminate” a distribution agreement through its...more

Lewitt Hackman

Franchisor 101: Pizza Franchisor’s Release Overcooked

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A federal district court denied a pizza franchisor’s motion to dismiss a former franchisee’s complaint, finding the former franchisee sufficiently pleaded the franchisor coerced the franchisee into signing a general release....more

Lewitt Hackman

Franchisor 101: Breaking Up Is Hard to Do

Lewitt Hackman on

A federal district court in Nevada partly denied a franchisor’s summary judgment motion on claims brought by a franchisee. IJL Midwest entered into several franchise agreements with a franchisor of a dating and...more

Kramer Levin Naftalis & Frankel LLP

Delaware Court of Chancery Holds That ‘Effect of Termination’ Provision Bars Party Who Terminated Merger Agreement From Also...

In its recent decision in Yatra Online, Inc. v. Ebix, Inc., Case No. 2020-0444-JRS, 2021 WL 3855514 (Del. Ch. Aug. 30, 2021) (Slights, V.C.), the Delaware Court of Chancery dismissed plaintiff’s breach of contract and other...more

Lewitt Hackman

Franchisor 101: Defaults Sink Bathroom Remodel Franchisee

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On competing motions for a temporary restraining order (“TRO”) by ReBath – a nationwide bathroom remodeling franchisor, and its terminated franchisee, ReBath prevailed in restraining the ex-franchisee’s further operations. A...more

Lathrop GPM

The Franchise Memorandum - Issue # 261

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Welcome to The Franchise Memorandum by Lathrop GPM. Below are summaries of recent legal developments of interest to franchisors. Fifth Circuit Reverses Trial Court’s Excusal of Area Representative’s Tardy Renewal Notice -...more

Jaburg Wilk

Does at Any Time Really Mean at Any Time

Jaburg Wilk on

A basic truth about contracts is that once the contracting parties have come to a meeting of their minds regarding the terms of their contract, absent some overriding law, such as one that makes the contract illegal, or some...more

Troutman Pepper

GAR Know-How Construction Arbitration - United States

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Legal System - 1. Is your jurisdiction primarily a common law, civil law, customary law or theocratic law jurisdiction? Are the laws substantially derived from the laws of another jurisdiction and, if so, which? What...more

Dechert LLP

Sweat the Small Stuff: Delaware Court of Chancery Faults Acquirer for Failing to Deliver Notice to Extend End Date

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The Delaware Court of Chancery has ruled that an acquirer and target company’s joint efforts to obtain antitrust approval for a merger did not substitute for, or satisfy, the merger agreement’s requirement to send written...more

Troutman Pepper

Franchisor's Racial Animus Is Irrelevant in Determining Legality of Franchise Termination Under NJ Franchise Practices Act

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In a recent win for franchisor 7-Eleven, Inc., the U.S. Court of Appeals for the Third Circuit upheld a New Jersey district court’s ruling that 7-Eleven properly terminated its franchise agreements for cause based on the...more

Pullman & Comley - Labor, Employment and...

Connecticut Supreme Court Reaffirms the Right of an Employer to Determine When Commissions Are Paid

As a general proposition, under Connecticut law an employer has the right to determine the wage that will be paid for work performed by an employee, subject to basic requirements such as minimum wage or overtime. For wages...more

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