Delaware Business Litigation Report

Court Of Chancery Upholds Contract Claim Based On The Standard Of Conduct In An Agreement

Wenske v. Blue Bell Creameries Inc., C.A. 2017-0699-JRS (July 6, 2018)

When the parties to a LLP agree on the standard of conduct the general partner should follow, its failure to live up to that standard is a breach of the parties’ agreement. Here the parties agreed the general partner would use industry practices in managing the business and when it failed to monitor the business to ensure those practices were followed, it was liable to the limited partners for the damages that resulted. The use of a somewhat vague standard of how the business should be conducted is therefore risky.

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