Litigation

Chancery Rejects Implied Good Faith Claim

By Francis G.X. Pileggi

World Market Center Venture, LLC v. NAMA Holdings, LLC, C.A. No. 5131-VCL (Del. Ch. Apr. 30, 2010).  read opinion here. An overview of prior Chancery decision involving these parties is available here

The limited issues addressed in this relatively short opinion were: (1) Whether there was a breach of the implied covenant of good faith and fair dealing; and (2) Whether there was compliance with a prior order of the Court. The Court referred to the very recent Delaware Supreme Court decision in Nemec v. Shrader, which was highlighted on this blog, and which is the latest iteration of Delaware law on the implied covenant of good faith and fair dealing. This opinion cited to that  Supreme Court ruling and found that the exercise of an express contractual right prevented the implied covenant claim from prevailing. 
 

Full post as published by Delaware Corporate and Commercial Litigation Blog on May 03, 2010 (boomark / email).