Delaware Supreme Court Enforces No-Reliance Language in Confidentiality Agreement

In RAA Management, LLC v. Savage Sports Holdings, Inc. (decided May 18, 2012; copy here), the Delaware Supreme Court held that no-reliance language included in a confidentiality agreement can serve to defeat claims for fraud brought by the recipient of confidential information. For more on this, go here for Francis Pileggi’s analysis and go here for Weil Gotshal’s analysis.

I’m happy to say that this opinion didn’t cause me to leap into action and revise Koncision’s confidentiality-agreement template—it already includes the necessary language. For more about that, see this January 2012 blog post.

[Updated 14 April 2018: Ken Adams’s automated confidentiality agreement is no longer freely available online.]

About the author

Ken Adams is the leading authority on how to say clearly whatever you want to say in a contract. He’s author of A Manual of Style for Contract Drafting, and he offers online and in-person training around the world. He’s also chief content officer of LegalSifter, Inc., a company that combines artificial intelligence and expertise to assist with review of contracts.