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Federal Court Holds That “Best Interest” Clause In Earn-Out Agreement Prohibits Any Good Faith and Fair Dealing Claims
  • Bryan Cave Leighton Paisner (Bryan Cave)
  • USA
  • May 9 2016

Wrapsol Acquisition, LLC v. Otter Products, LLC 2:15cv725-DB (U.S. Dist. Utah)(2016) arises from the sale of a company that made and sold protective


Challenging a bankruptcy sale: you snooze, you lose
  • Pepper Hamilton LLP
  • USA
  • September 11 2012

Reynolds involves a challenge to a Chapter 7 trustee’s Section 363 sale of an underground coal mine together with an adjoining scale house located on leased land.


Covenant of good faith and fair dealing
  • Smith, Gambrell & Russell, LLP
  • USA
  • January 6 2012

The Utah Supreme Court recently held that a manufacturer's failure to provide a distributor with certain marketing materials was not a breach of the implied covenant of good faith and fair dealing, and did not excuse the distributor's failure to meet performance guarantees set forth in its agreement with the manufacturer.