Search Results for: USA Cafes LP Litigation

Court of Chancery Explains the Phrase “Sound Business Practices” in L.P. Agreement

A recent Delaware Court of Chancery opinion explained the meaning of undefined terms in a limited partnership agreement which required the general partner in the Limited Partnership to use “best efforts” and “sound business practices.” In connection with claims that the general partner breached the agreement, the court in Wenske v. Blue Bell Creameries, Inc., … Continue Reading

Court Rejects Fiduciary Duty Claims Based on Limitations in Agreement

Brinckerhoff v. Enbridge Energy Company, Inc., C.A. No. 5526-VCN (Del. Ch. Sept. 30, 2011). Read opinion here. Prof. Larry Ribstein provides expert insights on the case here. Brief Overview This case involves an analysis of derivative claims in the context of a limited partnership based on allegations that a joint venture was entered into in … Continue Reading

Delaware Court of Chancery Orders Hedge Fund to Return Lerner’s Seed Money (99% of Fund)

In Paige Capital Management, LLC v. Lerner Capital Fund, LLC, C.A. No. 5502-CS (Del. Ch. Aug. 8, 2011), the Delaware Court of Chancery, in a post-trial opinion, ordered a hedge fund to return the seed money provided by an heir to the Lerner fortune, with interest. That “seed investment” comprised 99.9% of the hedge fund … Continue Reading

Key Delaware Corporate and Commercial Cases from the First Five Months of 2010

Francis G.X. Pileggi and Kevin F. Brady, over the last five months or so, have highlighted on this blog approximately 100 cases on corporate and commercial law from the Delaware Supreme Court and the Delaware Court of Chancery. Among those cases, we selected the following cases as the most notable during that period of time. The … Continue Reading

Chancery Court Imposes Fiduciary Duties on LLC Members

Bay Center Apartments Owner, LLC v. Emery Bay PKI, LLC, Del. Ch., No. 3658-VCS (April 20, 2009), read opinion here. This Delaware Chancery Court decision addresses fiduciary duties and related issues in an LLC context, and should be of  great interest to those lawyers who practice business litigation. Legal Issues This opinion is noteworthy because it denies a motion to … Continue Reading