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NEW ENTERPRISE ASSOCIATES 14, L.P. v. RICH

C.A. No. 2022-0406-JTL.

295 A.3d 520 (2023)

NEW ENTERPRISE ASSOCIATES 14, L.P., NEA Ventures 2014, L.P., NEA: Seed II, LLC, and Core Capital Partners III, L.P., Plaintiffs, v. George S. RICH, Sr., David Rutchik, Josh Stella, Fugue, Inc., GRI Ventures, LLC, JMI Fugue, LLC, Rich Family Ventures, LLC, and Rutchik Descendants' Trust, Defendants.

Court of Chancery of Delaware.

Date Decided: May 2, 2023.

Attorney(s) appearing for the Case

C. Barr Flinn , Paul J. Loughman , Michael A. Carbonara, Jr. , YOUNG CONAWAY STARGATT & TAYLOR, LLP, Wilmington, Delaware; Michele D. Johnson , LATHAM & WATKINS LLP, Orange County, California; Eric Leon , Nathan Taylor , Meredith Cusick , LATHAM & WATKINS LLP, New York, New York; Attorneys for Plaintiffs.

John P. DiTomo , Sebastian Van Oudenallen , MORRIS, NICHOLS, ARSHT & TUNNELL LLP, Wilmington Delaware; Patrick Montgomery , Paul Weeks , KING & SPALDING LLP, Washington, District of Columbia; Attorneys for Defendants.

OPINION DENYING MOTION TO DISMISS BASED ON COVENANT NOT TO SUE FOR BREACH OF FIDUCIARY DUTY

This decision grapples with a conflict between two elemental forces of Delaware corporate law: private ordering and fiduciary accountability. Ordinarily, those forces operate harmoniously. Here, they pull in opposite directions.

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