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Representations and Warranties Fraud Misrepresentation

Bilzin Sumberg

Delaware Court Upholds “Sandbagging,” But Policy Concerns Linger

Bilzin Sumberg on

It’s a situation that, at least theoretically, could happen many times every business day, all across the country, given how often businesses choose to have Delaware law apply to their contracts. A party (the seller or...more

Hogan Lovells

Online HealthNow, Inc., et al: Anti-fraud provisions can be “too much dynamite” - Quarterly Corporate / M&A Decisions update...

Hogan Lovells on

The Delaware Court of Chancery in Online HealthNow, Inc., et al. v. CIP OCL Investments, LLC, et al., C.A. No. 2020-0654-JRS (Del. Ch. August 12, 2021) extended a recent line of cases declining to enforce seller-friendly...more

Snell & Wilmer

Sorting Through the Kettle of Fish: Delaware Supreme Court Enforces Contractual Provisions Limiting Liability to “Deliberate...

Snell & Wilmer on

When determining whether to uphold an indemnification provision that carved out an exception for only deliberate fraud, the Delaware Supreme Court recently explained in Express Scripts, Inc. v. Bracket Holding Corp., ___ A.3d...more

Pierce Atwood LLP

Buyers And Sellers Beware: Effectively Limiting Post-Closing Litigation Exposure With Anti-Reliance Clauses In Purchase Agreements

Pierce Atwood LLP on

The Delaware Court of Chancery—the nation’s leading forum for corporate and M&A disputes—recently provided a roadmap for how to limit post-closing litigation exposure by eliminating certain fraud claims....more

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