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Contract Disputes Breach of Duty

Lathrop GPM

New York Federal Court Denies Motions for Reconsideration in Franchise Agreement Dispute

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A federal court in New York recently denied Community Care Companions, Inc. and Interim Healthcare, Inc.’s motions for reconsideration of the court’s summary judgment rulings in an ongoing franchise dispute. Cmty. Care...more

Vinson & Elkins LLP

Texas Business Court Quarterly Update – Q1 and Q2 2025

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As a part of Vinson & Elkins’ Texas Business Court Quarterly Update, the following update summarizes the Texas Business Court opinions—categorized by primary issue—that have been released since September 1, 2024 through the...more

Robins Kaplan LLP

Avoiding a Tragic End to a Fiduciary Relationship

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Blockbuster movies follow varied plotlines—some tragic, some heartwarming, some a mix. Often they are based on human dramas. In the real world, fiduciary relationships can set the proverbial stage for unwelcomed high drama,...more

Jackson Walker

Texas Supreme Court Clarifies Fiduciary Duties Between Business Partners

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The Texas Supreme Court has provided clarity on the fiduciary duties between business partners, particularly in the context of limited partnerships. The case, Bertucci v. Watkins, involved a dispute between two business...more

Walkers

Retiring trustee – reasonable security and retention of assets

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Under section 43(b) of the Trusts (Guernsey) Law, 2007, when a trustee resigns or is removed it may require that it be provided with reasonable security for liabilities before surrendering trust property....more

Strafford

[Webinar] Drafting Asset Purchase Agreements: Reps, Warranties, Covenants, Conditions, Indemnity, and Other Provisions - July...

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This CLE course will guide deal counsel in drafting and negotiating asset purchase agreements. The panel will discuss legal considerations when negotiating representations and warranties, indemnities, covenants, closing...more

Mayer Brown

Singapore Court of Appeal Considers Effect of New Arbitration Agreement on Pending Arbitration

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Last week, in CNA v. CNB and another [2024] SGCA(I) 2, the Singapore Court of Appeal published its grounds for dismissing an appeal against a decision of the Singapore International Commercial Court (SICC) which declined to...more

Adams & Reese

Operation Litigation: Top Tips if Your Business is Threatened with a Lawsuit

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We continue to provide legal resources for our military veterans returning to the workplace in our monthly “Vets to Ventures” series. Previously, we have discussed how skills acquired in the military translate into becoming a...more

Farrell Fritz, P.C.

A Lesson In Drafting Capital Call Provisions

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Those of us who follow the Delaware Chancery Court’s output are regularly treated to lengthy, detailed, finely crafted opinions sometimes in excess of 100 pages. Opinions of that length from our New York state court judges...more

Patterson Belknap Webb & Tyler LLP

Commercial Division Reiterates Broad Scope of ERISA Preemption and Difficulty of Pleading Breach of Fiduciary Duty and Conversion...

The Commercial Division’s decision in Rockmore v. Plastic Surgery Associates, LLP demonstrates the broad scope of ERISA preemption and the difficulty of pleading breach of fiduciary duty and conversion claims alongside breach...more

Gray Reed

Caution: Court Finds Fiduciary Waivers Ineffective

Gray Reed on

In In re Cadira Group Holdings, LLC (2021 WL 2912479 (Del. Ch. July 12, 2021)), the Delaware Court of Chancery has again shown its inclination to treat an agreement that purports to replace traditional fiduciary duties with...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

Winstead PC

A Limitation-Of-Liability Clause May Or May Not Be Enforceable For Breach Of Fiduciary Duty Claims

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Parties often add limitation-of-liability clauses to their agreements. These types of clauses can purport to limit a party’s claims or damages or both. ...more

Goodwin

Litigation Insights - July 2021

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FOREWORD - On behalf of the new and expanding Goodwin London litigation team I am delighted to welcome you to our first ever ‘Litigation Insights’: a series of quarterly updates on important and interesting developments...more

Littler

Supreme Court of Canada Clarifies Duty to Exercise Contractual Discretion in Good Faith

Littler on

In 2020, the Supreme Court of Canada (SCC) heard arguments in Wastech Services Ltd. v. Greater Toronto Sewage and Drainage District, 2021 SCC 7 (Wastech) and C.M. Callow Inc. v. Zollinger, 2020 SCC 45 (Callow), both of which...more

Blake, Cassels & Graydon LLP

La Cour suprême du Canada reconnaît l’obligation de bonne foi dans l’exercice d’un pouvoir discrétionnaire contractuel

Dans l’arrêt qu’elle a rendu dans l’affaire Wastech Services Ltd. c. Greater Vancouver Sewerage and Drainage (l’« affaire Wastech »), la Cour suprême du Canada (la « Cour suprême ») a reconnu l’obligation générale d’exercer...more

Blake, Cassels & Graydon LLP

Supreme Court of Canada Recognizes Duty of Good Faith in Exercise of Contractual Discretion

In Wastech Services Ltd. v. Greater Vancouver Sewerage and Drainage (Wastech), the Supreme Court of Canada (SCC) recognized a general duty to exercise contractual discretion in good faith. This bulletin summarizes the SCC’s...more

Gray Reed

Where Am I and How Did I Get Here (In This Venue)?

Gray Reed on

In June 2019, David Dunwoody (“Dunwoody”) left his position as President of EnVen Energy Corporation (“EnVen”) amidst a scandal centering around his alleged involvement in a kickback scheme.  Dunwoody sued EnVen, the oil...more

Ary Rosenbaum - The Rosenbaum Law Firm P.C.

Make sure you get what’s promised

People can promise you the moon, but they may deliver far less. That is why despite the promises made by your plan providers; you should always read their contract to determine whether they are delivering you what they...more

Carlton Fields

Eighth Circuit Enforces Contract Liability Exclusions to Bar Contract Claims, Regardless of Non-Contractual Cause of Action in...

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The Eighth Circuit Court of Appeals recently decided a case, Russell v. Liberty Insurance Underwriters Inc., involving a dispute between the co-owners of a business and the widow of their deceased former partner....more

Stinson - Corporate & Securities Law Blog

“Sole Discretion” Language in LLC Agreement does not Eliminate Fiduciary Duties

The Delaware Court of Chancery considered a number of issues in Skye Mineral Investors, LLC et al v DXS Capital (U.S.) Limited et al.  The dispute was among members of a Delaware limited liability company, Skye Mineral...more

King & Spalding

Freedom of Contract Cited as the Reason for Texas Supreme Court's Affirmation of Court of Appeals Judgment in ETP v. Enterprise

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On January 31, 2020, the Texas Supreme Court (the “Court”) affirmed the 2017 judgment of the Dallas Court of Appeals that Texas law upholds the rights of contracting parties to agree not to be partners unless certain...more

Farrell Fritz, P.C.

LLC Member’s Petition to Dissolve Boxing Club Dealt First Round KO

Farrell Fritz, P.C. on

In the end, it wasn’t much of a fight. The case of Huggins v Scott, decided last month by Justice W. Franc Perry of the Manhattan Supreme Court, illustrates anew the well-nigh insurmountable hurdle faced by a minority...more

McDermott Will & Emery

Breach of Contract Claim Does Not Arise Under Patent Law

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The US Court of Appeals for the Federal Circuit reversed a district court decision that retained jurisdiction over a breach of contract action, finding that the action did not sufficiently implicate issues of patent law and...more

Carlton Fields

New York Court Compels Arbitration of Commercial Marijuana Dispute

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The defendants moved to compel arbitration of a complex dispute concerning the parties’ investment in medical marijuana companies. The plaintiff claimed that the defendants breached a non-compete agreement and fiduciary...more

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