Delaware Business Litigation Report

Delaware Business Litigation Report

Category Archives: Business Torts

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District Court Explains Scope Of Trade Secret Act

Posted in Business Torts
Osco Motors Company LLC v. Marine Acquisition Corp., No. 13-868-RGA/MPT (June 24, 2014) Whether the Uniform Trade Secret Act precludes other claims for the same conduct is an often ignored question by plaintiffs who file multi-count complaints that include a claim under that Act. This decision answers that question by examining the factual basis  for … Continue Reading

Court Of Chancery Grants Reformation

Posted in Business Torts
Miller v. National Land Partners LLC, C.A. 7977-VCG (June 11, 2014) Rare is it that a party convinces a court to grant it reformation of a contract.  This is that case.  The result was made easier when both parties to the contract agreed it omitted key language that warranted reformation.  The plaintiff, an outsider to … Continue Reading

Court Of Chancery Explains Loss Causation

Posted in Business Torts
Vichi v. Koninklijke Philips Electronics N.V., C.A. 2578-VCP (February 18, 2014) This may be the longest opinion ever written by the Court of Chancery.  In one sense, that is too bad because it has the best explanation of loss causation in any recent opinion.  Briefly, if A invests in company ABC because of false representations … Continue Reading

Court Of Chancery Explains Promissory Fraud

Posted in Business Torts
Boulden v. Albiorix Inc., C.A. 7051-VCN (January 31, 2013, rev. Feb. 7, 2013) Plaintiffs often try to allege fraud by claiming that the defendant made a promise that he did not intend to keep.  As this decision points out, that mere allegation is not good enough to state a claim. Rather, the complaint must allege facts … Continue Reading

Supreme Court Determines What Constitutes Wrongful Interference With Contract

Posted in Business Torts
WaveDivision Holdings LLC v. Highland Capital Management L..P. , No. 649, 2011 (July 19, 2012) This decision establishes Delaware law on what constitutes a wrongful interference with another’s contract.  Thus, it resolves several unsettled questions, such as concluding that a proper motive trumps an improper motive to interfere with a contract’s performance… Continue Reading

Court Of Chancery Interprets Release

Posted in Business Torts
Travelers Casualty And Surety Company v. Sequa Corporation,  C.A. 7055-VCG (May 29, 2012) This decision involved an interesting argument over the scope of a release.  As is common, the release was signed on behalf of a parent company and all its subsidiaries. To escape the scope of the release, a subsidiary argued that it was only bound … Continue Reading

Superior Court Limits Savings Clause

Posted in Business Torts
Huffington v. T.C. Group LLC, C.A. N11C-01-030-JRJ-CCLD  (April 18, 2012) Delaware has a savings statute that generally prevents the statute of limitations from expiring when a case is dismissed for technical reasons and then refiled in the right court.  But, as this decision points out, the savings statute has a much narrower scope than some might believe. … Continue Reading

CCLD Explains Pleading Rules For Fraud

Posted in Business Torts
Brevet Capital Special Opportunities Funds L.P. v. Fourth Third LLC, C.A. N10C-12-071 JRS (CCLD) The Superior Court’s Complex Commercial Civil Division is issuing more and more opinions in the various matters that are now becoming ripe for decision.  Here the Court explains when both fraud and breach of contract claims may be filed in the same … Continue Reading

Delaware Superior Court Recognizes New Tort Theory

Posted in Business Torts
Allen Family Foods Inc. v. Capital Carbonic Corporation , C.A. N10C-10-313 JRS CCLD (March 31, 2011) In this decision the Delaware Superior Court declined to follow federal precedent and adopted the liability theory of the Restatement (Second) of Torts Section 766A. Under that Section, a claim is permitted for interfering with a plaintiff’s contract rights with … Continue Reading

Court Of Chancery Explains Damage Calculations In Trade Secret Litigation

Posted in Business Torts
Agilent Technologies Inc. v. Kirkland, C.A. 3512-VCS ( February 18, 2010) Calculating damages in trade secret litigation is often difficult.  Lost profits may overlap with unjust enrichment claims and the whole process may be affected by possible injuntive relief. This decision explains how a court will decide the right remedy and calculate damages.  It is … Continue Reading

Court Of Chancery Explains Damages For Breach Of Non-compete Agreement

Posted in Business Torts
Great American Opportunities Inc. v Cherrydale Fundraising LLC., C.A. 3718-VCP (January 19, 2010) This decision is a landmark case on Delaware law on non-compete agreements with employees. It establishes so many new precedents that it is hard to briefly summarize. For example, it holds that it is possible to assign an employee non-compete agreement in … Continue Reading