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SEVEN INVESTMENTS, LLC v. AD CAPITAL, LLC

C.A. No. 6449-VCL.

32 A.3d 391 (2011)

SEVEN INVESTMENTS, LLC, for itself and derivatively on behalf of Canvas Companies, LLC, Plaintiff, v. AD CAPITAL, LLC and Abraxas J. Discala, Defendants, and Canvas Companies, LLC, Nominal Defendant.

Court of Chancery of Delaware.

Decided: November 21, 2011.

Attorney(s) appearing for the Case

Theodore A. Kittila , Jonathan M. Stemerman , Elliott Greenleaf, Wilmington, Delaware, Attorneys for Plaintiff.

Colm F. Connolly , Ramy E. Hanna , Morgan, Lewis & Bockius LLP, Wilmington, Delaware, Scott T. Schutte , Jayesh Hines-Shah , Morgan, Lewis & Bockius LLP, Chicago, Illinois, Attorneys for Defendants.

OPINION

LASTER, Vice Chancellor.

Plaintiff Seven Investments, LLC and defendant AD Capital, LLC agreed to combine their investment management operations into a single firm to be known as Canvas Companies, LLC. After coming to believe that AD Capital was engaged in fraud, Seven Investments terminated the arrangement. In a formal termination agreement dated as of April 3, 2009 (the "Termination Agreement" or "TA"), Seven Investments agreed to pay certain...

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