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Court of Chancery explains how to prove bad faith

USA - April 28 2015 While not a corporate case, this decision is useful in explaining how to prove a party acted in bad faith so as to be outside the exculpation…

Delaware Superior Court addressed limitations on damages clause

USA - July 8 2015 This decision explains when a limitations on damages clause may not be enforceable, such as when the claim is for fraud. As the Court noted, bad faith…

Court of Chancery explains the continuing wrong doctrine

USA - July 15 2015 It is settled law that a cause of action accrues when the wrong is committed, not when its effects continue to be felt in the future. But as this…

Supreme Court Upholds Expectation Damages Award For Breach of A Preliminary Agreement

USA - December 28 2015 This is an important decision, particularly if it is a precedent that will be followed in other contexts. Basically, the Court has held that…

Delaware Superior Court clarifies breach of implied covenant claims

USA - July 8 2015 This is an interesting decision because of its comments on when the implied duty to act fairly and in good faith may be asserted as a separate claim…