News & Analysis as of

Contract Terms Breach of Contract Covenant of Good Faith and Fair Dealing

Carlton Fields

California Appellate Court Rules Wildfire Debris Does Not Qualify as “Direct Physical Loss” Under Homeowners Insurance Policy

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The Second Appellate District of the California Court of Appeal recently affirmed a lower court ruling that wildfire debris on an insured’s property did not qualify as “direct physical loss” within the meaning of a homeowners...more

Morris James LLP

Superior Court Sustains Alternative Claims for Breach of Contract and Implied Covenant in Dispute Between Medicare Advantage...

Morris James LLP on

Premium Choice Ins. Servs. v. Innovative Fin. Group Holdings, LLC, C.A. No. N24C-01-006 PRW CCLD (Del. Super. Ct. July 9, 2024) - Plaintiff Premium and defendant IFG were middlemen in the market for Medicare Advantage...more

Lathrop GPM

Pennsylvania Federal District Court Grants Battery Supplier’s Motion to Dismiss Distributor’s Breach of Contract Counterclaims for...

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A federal court in Pennsylvania recently granted battery supplier C&D Technologies, Inc.’s motion to dismiss counterclaims brought by its former distributor Elliott Auto Supply Co, Inc. d/b/a Factor Motor Parts’ (FMP). C&D...more

Davis Wright Tremaine LLP

CBCA Addresses How To Avoid Release Language in an Executed Contract Modification

Contractors frequently execute modifications for extra work without considering the impact the boilerplate broad release language in the modification may have on future claims. Government agencies often seek dismissal of a...more

McGuireWoods LLP

Recent Opinion Highlights Role of Implied Covenant of Good Faith and Fair Dealing Under Delaware Law

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The implied covenant of good faith and fair dealing is a notoriously misunderstood doctrine. It can be invoked much less often than most people think, and its application is highly state-specific. A recent ruling from the...more

A&O Shearman

Aston Martin and the duty of good faith

A&O Shearman on

The High Court rejects various claims that the sports car manufacturer breached express and implied duties of good faith. This dispute between Aston Martin and AMMENA, its distributor in the MENA region, began when...more

Stikeman Elliott LLP

Choose Your Words Carefully: Three Recent Earnout Cases Under Delaware Law

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When the prospects of an acquired business are uncertain, an earnout can bridge the valuation gap between buyer and seller and help get the deal done. Taking this route is not without risk, however, particularly where...more

Lathrop GPM

Tenth Circuit Holds that Good Faith and Fair Dealing Claim Requires Expectation Created by Express Contract Terms

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The Tenth Circuit has ruled in favor of KFC in a dispute with a franchisee alleging a breach of the implied covenant of good faith and fair dealing. Kazi v. KFC US, LLC, 2023 WL 4983119 (10th Cir. Aug. 4, 2023)....more

Lathrop GPM

Florida Federal Court Grants Franchisor’s Motion to Dismiss Breach of Implied Covenant of Good Faith and Fair Dealing Claims

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A federal court in Florida recently granted a franchisor’s motion to dismiss a franchisee’s claim for breach of the implied covenant of good faith and fair dealing, but allowed a claim for breach of contract to proceed....more

Goodwin

“Good Faith” in Shareholders’ Agreements: What Does it Mean?

Goodwin on

Shareholder agreements often include an obligation that the shareholders must act with “good faith” in their dealings with one another and with the company. However, what does that actually mean? In this insight, we consider...more

Hicks Johnson

The Basics: Implied Covenant of Good Faith and Fair Dealing Under Delaware Law

Hicks Johnson on

Under Delaware law, the implied covenant of good faith and fair dealing attaches to every contract by operation of law and is best understood as an implied term. The purpose of the doctrine is to ensure that parties deal...more

Morris James LLP

Court of Chancery Holds That Exclusive Remedy Provisions Alone Are Not Enough To Bar Fraud Claims Based On Extra-Contractual...

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Fortis Advisors LLC v. Johnson & Johnson, C.A. No. 2020-0881-LLW(Del. Ch. Dec. 13, 2021) - Delaware public policy respects freedom of contract, but it is also intolerant of fraud. These dueling policy aims are often pitted...more

Ballard Spahr LLP

Implied Covenant Prohibits Bad Faith Interference With Commission Opportunity

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Delaware’s Superior Court recently held that commission-agreement parties stated a claim for breach of the implied good faith and fair dealing covenant when they alleged their counter-party acted “to destroy promising...more

Gray Reed

Left in the Cold: Terminating Merger Agreement that Eliminates Liability for Post-Termination Claims Means What It Says

Gray Reed on

The ruling of the Delaware Court of Chancery in Yatra Online v. Ebix highlights the need for M&A practitioners to exercise care when drafting termination and remedies provisions in merger agreements and other contracts and to...more

Farrell Fritz, P.C.

Joint Venture Agreements: For Better or For Worse; In Profit or In Loss

Farrell Fritz, P.C. on

Just like a bride and groom vow to join together for better or for worse, commercial parties joining together through a joint venture must make a similar promise to share in profits and losses. ...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

Stinson - Corporate & Securities Law Blog

Court Finds Buyer is not Required to Return Cash in Purported “Cash Free, Debt Free” Deal

Deluxe Entertainment Services Inc. v. DLX Acquisition Corporation involved a stock purchase agreement where Plaintiff Deluxe Entertainment sold all of its stock (the “Transaction”) in its wholly owned subsidiary, Deluxe Media...more

Morris James LLP

Enforcing a “Draconian” Bargain, Chancery Grants Motion to Dismiss Claims Arising from Right to Repurchase Interest Upon...

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Moscowitz v. Theory Entertainment LLC, C.A. No. 2019-0780-MTZ (Del. Ch. Oct. 28, 2020) - This case illustrates that the Court will enforce parties’ agreements even if they reflect a bad bargain for one party. Plaintiff...more

Robinson+Cole Construction Law Zone

Repurposing Real Estate Development to Counter Weakened Demand: Know the Risks Before Terminating Contracts

Pacta sunt servanda, i.e., agreements must be kept. This applies in both good economies and bad. Companies considering a modification of their business operations to offset lower revenue must be mindful of existing...more

Carlton Fields

Class Action Roundup

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McClendon v. North Carolina Mutual Life Insurance Co. (M.D. Tenn. 2019) - In McClendon, the plaintiff’s mother purchased a whole life insurance policy to insure the plaintiff’s brother, and subsequently took out a loan on...more

White & Case LLP

Contractual duties of good faith in "relational contracts"

White & Case LLP on

In a long running group litigation between a number of Sub-Post Masters and Post Office Limited, Mr Justice Fraser, sitting in the English High Court, has given detailed consideration of the issue of relational contracts in...more

Troutman Pepper Locke

GAR Know-How Construction Arbitration - United States

Troutman Pepper Locke on

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

Bradley Arant Boult Cummings LLP

A Dangerous Myth: That a Great Subcontract Will Prevent Claims on a Poorly-Executed Project - Construction and Procurement Law...

Well-drafted, legally-enforceable agreements are key to any construction company’s risk management strategy. This is especially true for subcontracts, which serve as a contractor’s critical tool to coordinate a successful...more

Troutman Pepper Locke

Massachusetts Supreme Court Declares That State Contract Principles, Not Federal Precedent, Govern The Interpretation Of...

Troutman Pepper Locke on

A.L. Prime Energy Consultant, Inc. v. Mass. Bay Transport Auth., 479 Mass. 419 (May 2, 2018) - In a case of first impression, the Massachusetts Supreme Court held that general contract principles, and not federal case law,...more

Carlton Fields

SDNY Ruling Narrows Claims in COI Suit

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In EFG Bank AG, Cayman Branch v. AXA and The Duffy 2004 LLC v. AXA, in a February 14 ruling, AXA Equitable Life Insurance Company earned a sweet victory on its motion for partial dismissal of the complaints in two...more

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