Bill on Bankruptcy: What's in the $83M ResCap Examiner's Report?
A federal court in California recently granted a franchisor’s motion to compel arbitration and stay the lawsuit in a dispute alleging breach of contract, breach of the implied covenant of good faith and fair dealing, and...more
In Faiz Khan and Ralph Finger v. Warburg Pincus, LLC et al., the Delaware Court of Chancery held that the implied covenant of good faith and fair dealing was not applicable to a private equity sponsor’s amendment of a limited...more
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
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
New Jersey courts recognize that every contract contains an implied covenant of good faith and fair dealing, which requires that neither party to the contract shall do anything which will have the effect of destroying or...more
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
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
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
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
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
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
In Chicago Bridge & Iron Company N.V. v. Westinghouse Electric Company LLC, C.A. No. 12585-VCL (Del. Ch. Dec. 5, 2016), the Court of Chancery granted a buyer’s motion for judgment on the pleadings, holding that the plain...more