Airborne Health, Inc. v. Squid Soap, LP

How courts have described this case

Verbatim parenthetical descriptions written by other courts when citing this decision. Ranked by citation-network relevance.

• holding that the implied covenant does not apply where sophisticated parties \represented by able counsel\ opted not to include provisions that \are familiar to any transactional lawyer\
• holding that “[a]n anti-reliance provision must be explicit, and a standard integration clause is not enough”
• holding that the implied covenant does not apply where sophisticated parties “represented by able counsel” opted not to include provisions that “are familiar to any transactional lawyer”
• holding that there were no “special circumstance[s] that would merit exercising this Court’s equitable power to go beyond the traditional framework of common law fraud” where both parties were “sophisticated” and “negotiated [the deal] at arms’ length”
• concluding no breach of contract where contract provisions did not by their terms impose those obligations on defendant which plaintiffs sought to enforce
• explaining that there exists no special circumstances meriting application of the doctrine of equitable fraud where the parties “[a]re counterparties who negotiated at arms’ length.”

Source: CourtListener parenthetical corpus (CC0).