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Breach of Contract › Business Entities › Fiduciary Duty

Jackson Walker

Business Court of Texas Rebuffs Member’s Duty Claim, Reaffirms Freedom of Contract in LLC Agreement

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A recent opinion from the Business Court of Texas, Eighth Division (Fort Worth), provides a crisp reminder that an LLC’s company agreement can all but eliminate fiduciary duties among its members and managers. In Tall v....more

Patton Sullivan Brodehl LLP

LLCs Can Assert Offensive Claims Against Members

Patton Sullivan Brodehl LLP on

In “business divorce” litigation involving LLCs, it is common to see a disgruntled LLC member asserting claims against the LLC’s manager. Depending on the type of harm alleged, those claims might be asserted directly (by the...more

Davidoff Hutcher & Citron LLP

Handling Partner Expulsions in Restaurant Businesses: A Legal Guide

Davidoff Hutcher & Citron LLP on

Partnership conflicts can arise in any restaurant business, and in some cases, the only solution is expelling a partner. However, removing a business partner is a complex legal process that must be handled carefully to avoid...more

Jackson Walker

Texas Business Court Upholds Fiduciary Duty Waivers and Clarifies Limits on Partnership Agreement Provisions

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Only six months into a complicated partnership dispute, the Business Court of Texas, 1st Division, issued a thorough summary judgment opinion and order in the case of Primexx Energy Opportunity Fund, LP v. Primexx Energy...more

Hendershot Cowart P.C.

Responding to Suspected Embezzlement, Misappropriation: A Texas Business Owner's Guide

Hendershot Cowart P.C. on

As a Texas business owner, discovering that a partner, employee, or manager may be embezzling funds can be devastating. Left unaddressed, financial misappropriation can threaten your company's stability, compromise...more

Robins Kaplan LLP

A New York Partnership?

Robins Kaplan LLP on

In determining whether parties are, in fact, in a partnership depends on the conduct of the parties. Titles, labels, and disclaimers are often meaningless. Consider this scenario: In a New York City bar, two successful...more

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