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LEVY v. HLI OPERATING CO., INC.

C.A. No. 1395-VCL.

924 A.2d 210 (2007)

Paul S. LEVY, Jeffrey Lightcap, David Y. Ying and Anthony Grillo, Plaintiffs and Counterclaim Defendants, Cleveland Christophe and Ray H. Witt, Plaintiffs, v. HLI OPERATING COMPANY, INC., Defendant, Counterclaim Plaintiff, Third-Party Plaintiff and Third-Party Counterclaim Defendant, Joseph Littlejohn & Levy Fund II, L.P. and TSG Capital Fund II, L.P., Third-Party Defendants and Third-Party Counterclaim Plaintiffs.

Court of Chancery of Delaware, New Castle County.

Decided: May 16, 2007.

Attorney(s) appearing for the Case

Joel Friedlander, Esquire, James G. McMillan, Esquire, Bouchard Margules & Friedlander, Wilmington, Delaware; Michael I. Allen, Esquire, Yoram J. Miller, Esquire, Jason C. Vigna, Esquire, Shapiro Forman Allen Sava & McPherson, New York, New York, Attorneys for Paul S. Levy, Jeffery Lightcap, David Y. Ying, Anthony Grillo, Cleveland Christophe, Ray H. Witt, and Joseph Littlejohn & Levy Fund II, L.P.

Rolin P. Bissell, Esquire, John J. Paschetto, Esquire, Michele Sherretta, Esquire, Young Conaway Stargatt & Taylor, Wilmington, Delaware, Attorneys for HLI Operating Company, Inc.

Daniel V. Folt, Esquire, Matt Neiderman, Esquire, Duane Morris, Wilmington, Delaware, Attorneys for TSG Capital Fund II, L.P.

OPINION

LAMB, Vice Chancellor.

A Delaware corporation moves for partial summary judgment against several of its former outside directors in a suit brought by them to obtain indemnification for monies paid in settlement on their behalf by another entity, one which itself owed a concomitant contractual duty to indemnify losses resulting from their actions as directors. Since the directors suffered no actual loss as a result of the settlement and are...

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