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EXIT STRATEGY v. FESTIVAL RETAIL FUND BH

No. 318, 2023.

326 A.3d 356 (2024)

EXIT STRATEGY, LLC, Plaintiff Below, Appellant, v. FESTIVAL RETAIL FUND BH, L.P., Defendant Below, Appellee.

Supreme Court of Delaware.

Decided: July 25, 2024.

Attorney(s) appearing for the Case

David A. Jenkins, Esquire (argued), Jason Z. Miller, Esquire, SMITH, KATZENSTEIN & JENKINS LLP, Wilmington, Delaware, for Appellant Exit Strategy, LLC.

Douglas D. Herrmann, Esquire, James H.S. Levine, Esquire (argued), TROUTMAN PEPPER HAMILTON SANDERS LLP, Wilmington, Delaware, Andrew W. Zepeda, Esquire, LURIE, ZEPEDA, SCHMALZ, HOGAN & MARTIN, Los Angeles, California, for Appellee Festival Retail Fund BH, L.P.

Before SEITZ, Chief Justice; VALIHURA, TRAYNOR, LEGROW, and GRIFFITHS, Justices, constituting the Court en banc.

The parties to this appeal entered into a partnership agreement that established the financial conditions under which the appellant would receive a distribution upon the sale of the partnership's principal asset. The partnership agreement set a net-sale-price threshold above which the appellant would receive a distribution, and...

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