Lonergan v. EPE HOLDINGS LLC

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 express terms of the operative agreement “dispose[] of the plaintiff’s contention that [the] implied covenant requires an ‘adequate and fair sales process’”
• finding that general partners owe the same “duty of full disclosure” in the limited-partnership context
• observing that even the most skilled and sophisticated parties necessarily will “fail to address to address a future state of the world . . . because contracting is costly and the human mind is imperfect”
• finding no breach where “the Holdings LP Agreement eliminates all fiduciary duties”
• “When parties exercise the authority provided by [statute] to eliminate fiduciary duties, they take away the most powerful of a court’s remedial and gap-filling powers.”
• “[T]he Holdings LP Agreement eliminates all fiduciary duties, which therefore cannot support a disclosure obligation.”

Source: CourtListener parenthetical corpus (CC0).