Mark E Felger

January 13, 2021 | Delaware Business Court Insider

A recent decision by Vice Chancellor Kathaleen McCormick presents a primer on increasingly common defenses to stockholder books and records inspection demands and a cautionary tale for defendants in Section 220 proceedings who opt to pursue overly aggressive defense strategies that seek to place obstacles to the use of Section 220 as a quick and easy pre-filing discovery tool.

By Barry M. Klayman and Mark E. Felger

10 minute read

December 09, 2020 | Delaware Business Court Insider

A long line of cases has held that a standard indemnification provision in a bilateral commercial contract will be presumed not to provide for fee-shifting with respect to claims between the contracting parties absent a clear and unequivocal articulation of an intent to do so.

By Barry M. Klayman and Mark E. Felger

7 minute read

November 04, 2020 | Delaware Business Court Insider

The dispute involved 140 acres of farmland near Milton, Delaware. Two siblings had acquired the property from their parents by gift and purchase. In a written co-ownership agreement, they agreed to waive any right that they may have to seek partition of the property without the prior written consent of the other.

By Barry M. Klayman and Mark E. Felger

6 minute read

October 07, 2020 | Delaware Business Court Insider

In MTA Canada Royalty v. Compania Minera Pangea, Judge Abigail LeGrow considered whether an agreement's anti-assignment clause operated to void an assignment that occurred as a result of a subsequent merger between a contracting party to the agreement and a third party.

By Barry M. Klayman and Mark E. Felger

6 minute read

September 02, 2020 | Delaware Business Court Insider

A creditor on behalf of the company sues its controllers and advisors for looting the company, and the company files for bankruptcy, which stays the litigation and shifts the authority to pursue the claims from the creditors to a Chapter 7 trustee.

By Barry M. Klayman and Mark E. Felger

7 minute read

August 05, 2020 | Delaware Business Court Insider

Who controls the privilege for a seller's pre-sale attorney-client communications in the case of an asset purchase transaction?

By Barry M. Klayman and Mark E. Felger

7 minute read

July 01, 2020 | Delaware Business Court Insider

Delaware's borrowing statute provides that a suit to enforce a cause of action that arises outside of Delaware cannot be brought in a Delaware court after the expiration of the applicable Delaware statute of limitations or the statute of limitations of the state or country where the cause of action arose, whichever is shorter.

By Barry M. Klayman and Mark E. Felger

8 minute read

June 10, 2020 | Delaware Business Court Insider

In Fortis Advisors v. Allergan W.C. Holding, the counterparty sought to bypass the agreed-upon shareholder representative by moving to treat the selling stockholders as parties for purposes of discovery and trial.

By Barry M. Klayman and Mark E. Felger

6 minute read

May 06, 2020 | Delaware Business Court Insider

The Delaware Supreme Court held that for tort claims, such as legal malpractice claims, the wrongful act occurs at the time of injury, however slight, and the statute of limitations can start to run before any actual or substantial damages occur.

By Barry M. Klayman and Mark E. Felger

7 minute read

April 01, 2020 | Delaware Business Court Insider

In Carickhoff, Chapter 7 Trustee v. Goodwin (In re Decade S.A.C.), Chief Bankruptcy Judge Christopher Sontchi refused to grant a motion to stay bankruptcy proceedings pending an appeal to the district court on the grounds that the appeal had divested the bankruptcy court of jurisdiction.

By Barry M. Klayman and Mark E. Felger

6 minute read