interest in contesting claim in Delaware

2022For the case or controversy requirement to be satisfied: (1) [The case] must be a controversy involving the rights or other legal relations of the party seeking declaratory relief; (2) it must be a controversy in which the claim of right or other legal interest is asserted against one who has an interest in contesting the claim; (3) the controversy must be between parties whose interests are real and adverse; [and] (4) the issue involved in the controversy must be ripe for judicial determination. 34 Rollins Int’l, Inc. v. Int’l Hydronics Corp., 303 A.2d 660 , 662–63 (Del. 1973).

2022The defendants argue that Feiler could not have resigned as a member of USApparel because the Company did not have a written limited liability company agreement and the parties’ asserted against one who has an interest in contesting the claim . . . [is] between parties whose interests are real and adverse . . . [and] the issue involved in the controversy [is] ripe for judicial determination” (quoting Rollins Intern. v. Int’l Hydronics Corp., 303 A.2d 660, 662-63 (Del. 1973))). 85 Pl.’s Opening Br. 15-19 (Dkt. 29).

2023Co. v. WMI Liquidating Tr., 93 A.3d 1208, 1217 (Del. 2014) (citing Stroud v. Milliken Enter., Inc., 552 A.2d 476, 479 (Del. 1989)). 12 controversy involving the rights or other legal relations of the party seeking declaratory relief; (2) it must be a controversy in which the claim of right or other legal interest is asserted against one who has an interest in contesting the claim; (3) the controversy must be between parties whose interests are real and adverse; and (4) the issue involved in the controversy must be ripe for judicial determination.54 The City has met all four necessary condition

2022C. § 6501, and then quoting Stroud, 552 A.2d at 479 ). 22 (1) It must be a controversy involving the rights or other legal relations of the party seeking declaratory relief; (2) it must be a controversy in which the claim of right or other legal interest is asserted against one who has an interest in contesting the claim; (3) the controversy must be between parties whose interests are real and adverse; (4) the issue involved in the controversy must be ripe for judicial determination.77 As explained above, a dispute is not ripe “where the claim is based on uncertain and contingent events that m

2023Co. v. WMI Liquidating Tr., 93 A.3d 1208, 1217 (Del. 2014) (citing Stroud v. Milliken Enter., Inc., 552 A.2d 476, 479 (Del. 1989)). 12 controversy involving the rights or other legal relations of the party seeking declaratory relief; (2) it must be a controversy in which the claim of right or other legal interest is asserted against one who has an interest in contesting the claim; (3) the controversy must be between parties whose interests are real and adverse; and (4) the issue involved in the controversy must be ripe for judicial determination.54 The City has met all four necessary condition

2022C. § 6501. 134 Stroud v. Milliken Enters., 552 A.2d 476, 479-80 (Del. 1989) (explaining that an “actual controversy” exists if it “involve[s] the rights or other legal relations of the party seeking declaratory relief . . . [is] a controversy in which the claim of right or other legal interest is asserted against one who has an interest in contesting the claim . . . [is] between parties whose interests are real and adverse . . . [and] the issue involved in the controversy [is] ripe for judicial determination” (quoting Rollins Intern. v. Int’l Hydronics Corp., 303 A.2d 660, 662-63 (Del. 1973)))

2023June 1, 2004) (cleaned up). 41 Hill161 and adopted by the Supreme Court of Delaware in Rollins Int’l v. Int’l Hydronics Corp.162 For a complaint to constitute an actual case or controversy: (1) It must be a controversy involving the rights or other legal relations of the party seeking declaratory relief; (2) it must be a controversy in which the claim of right or other legal interest is asserted against one who has an interest in contesting the claim; (3) the controversy must be between parties whose interests are real and adverse; [and] (4) the issue involved in the controversy must be ripe f

1990We approve the prerequisites of an ‘actual controversy’ spelled out in Marshall v. Hill, 8 Terry 478, 481 , 93 A.2d 524, 525 (Del.Super., 1952): (1) It must be a controversy involving the rights or other legal relations of the party seeking declaratory relief; (2) it must be a controversy in which the claim of right or other legal interest is asserted against one who has an interest in contesting a claim; (3) the controversy must be between parties whose interests are real and adverse; (4) the issue involved in the controversy must be ripe for judicial determination.

2026Co. v. WMI Liquidating Trust, 93 A.3d 1208, 1216 (Del. 2014). 37 In re COVID-Related Restrictions on Religious Servs., 326 A.3d 626 , 642- 43 (Del. 2024) (quoting Rollins Int'l v. Int'l Hydronics Corp., 303 A.2d 660, 662-63 (Del. 1973)). 38 Id. 39 Schick Inc. v. Amalgamated Clothing & Textile Workers Union, 533 A.2d 1235, 1239 (Del.

2021I at 8 (defining Net Income by reference to taxable income with enumerated adjustments). 93 Schick, Inc. v. Amalgamated Clothing & Textile Workers Union, 533 A.2d 1235, 1241 (Del.

2023Park, 188 A.3d 810, 816 (Del. 2018)). -56- litigation, but rather, would waste judicial resources.”251 Prior to entertaining a declaratory judgment action, the Court must first make a threshold determination that an “actual controversy” exists.252 An “actual controversy” has four elements: (1) It must be a controversy involving the rights or other legal relations of the party seeking declaratory relief; (2) it must be a controversy in which the claim of right or other legal interest is asserted against one who has an interest in contesting the claim; (3) the controversy must be between parties

2023Park, 188 A.3d 810, 816 (Del. 2018)). -56- litigation, but rather, would waste judicial resources.”251 Prior to entertaining a declaratory judgment action, the Court must first make a threshold determination that an “actual controversy” exists.252 An “actual controversy” has four elements: (1) It must be a controversy involving the rights or other legal relations of the party seeking declaratory relief; (2) it must be a controversy in which the claim of right or other legal interest is asserted against one who has an interest in contesting the claim; (3) the controversy must be between parties

2021CODE ANN. tit. 10, § 6501 (2020). 30 See, e.g., Burris v. Cross, 583 A.2d 1364, 1372 (Del.

2021CODE ANN. tit. 10, § 6512)). -60- “Not all disputes, however, are appropriate for judicial review when the parties request it.”220 The Court has discretion to decline declaratory judgment jurisdiction,221 and will do so where a proposed declaration would not advance the litigation, but rather, would waste judicial resources.222 To promote those interests, “Delaware courts do not address disagreements that have no significant current impact.”223 Stated prudentially, a declaration would not advance the litigation if it would not resolve an “actual controversy,” e.g., a dispute “‘in which the cla

2014C. § 6501. 103 See Stabler v. Ramsay, 88 A.2d 546, 549 (Del. 1952) (concluding that there was no actual controversy regarding the devolution of property pursuant to a will, even though the parties expressed “a difference of opinion as to the effect of certain legal instruments,” because “consent[] to jurisdiction is immaterial” to a ripeness inquiry). 104 XL Specialty Ins.

1952See Stabler v. Ramsay, supra; 16 Am.

2022Ass’n v. Paul, 503 A.2d 636, 645 (Del.

2015Id. (quoting Rollins International, Inc. v. International Hydronics Corp., 303 A.2d 660, 662 (Del.1973); Ackerman v. Stemerman, 201 A.2d 173, 175 (Del.1964)). (1) It must be a controversy involving the rights or other legal relations of the party seeking declaratory relief; (2) it must be a controversy in which the claim of right or other legal interest is asserted against one who has an interest in contesting the claim; (3) the controversy must be between parties whose interests are real and adverse; (4) the issue involved in the controversy must be ripe for judicial determination.FN13 FN13.

2026This Court has the discretion to issue a declaratory judgment provided the case involves an “actual controversy.”34 Four elements need to be satisfied in order to determine an actual controversy is present: (1) It must be a controversy involving the rights or other legal relations of the party seeking declaratory relief; (2) it must be a controversy in which the claim of right or other legal interest is asserted against one who has an interest in contesting the claim; (3) the controversy must be between parties whose interests are 30 Id. 31 Id. 32 Ramunno v. Cawley, 705 A.2d 1029, 10345 (Del.

2026Sys., 840 A.2d 1232, 1237 (Del. 2003) (internal quotation marks omitted). 59 Agreement, and hence the claim has not been asserted “against one who has an interest in contesting that claim.”135 That argument initially sounds good as to the individual defendants and Parent, because none of them claim to be parties to the Orphan Drug Agreement or the Oral Profits Agreement.

2025Declaratory Relief ATP also seeks two forms of declaratory relief: a declaration that ATP’s filing of this action does not violate the Exculpation Provision and is consistent with the Discretionary-Action Provision of the LPA, and a declaration that parties have not amended the Global Default Provision.398 Declaratory relief “is appropriate only if there is an actual controversy between the parties.”399 The Delaware Supreme Court has articulated four prerequisites for to an “actual controversy”: (1) It must be a controversy involving the rights or other legal relations of the party seeking dec

2022The first claim concerns whether certain acts taken by the defendants were invalid, given 135 Trs. of Dartmouth Coll. v. Woodward, 17 U.S. (4 Wheat.) 518, 636 (1819). 136 Prairie Cap.

2022Co., 793 A.2d 434, 439 (Del.

2020An actual controversy exists where four criteria are satisfied: (1) It must be a controversy involving the rights or other legal relations of the party seeking declaratory relief; (2) it must be a controversy in which the claim of right or other legal interest is asserted against one who has an interest in contesting the claim; (3) the controversy must be between parties whose interests are real and adverse; (4) the issue involved in the controversy must be ripe for judicial determination.” 50 See AT&T Corp. v. Lillis, 953 A.2d 241, 257 (Del. 2008) (“The scope of a judicial admission by counse

2020An actual controversy exists where four criteria are satisfied: (1) It must be a controversy involving the rights or other legal relations of the party seeking declaratory relief; (2) it must be a controversy in which the claim of right or other legal interest is asserted against one who has an interest in contesting the claim; (3) the controversy must be between parties whose interests are real and adverse; (4) the issue involved in the controversy must be ripe for judicial determination.” 50 See AT&T Corp. v. Lillis, 953 A.2d 241, 257 (Del. 2008) (“The scope of a judicial admission by counse

2019C. §§6501 et seq. means institution of an action to resolve a controversy: (1) involving the rights or other legal relations of the party seeking declaratory relief; (2) in which the claim of right or other legal interest is asserted against one who has an interest in contesting the claim; (3) which must be between parties whose interests are real and adverse; (4) for which the issue is be ripe for judicial declaration); see also F.D.I.C. v. Sanders, 785 F. Supp. 528 (W.D.

2019Motors Corp. v. New Castle Cty., 701 A.2d 819, 823 (Del. 1997). 112 Answering Br. 29 n.10 (“The Hills also seek summary judgment on the ‘Accounts Receivable Claim’ or ‘Recurring Annual Exposure’ claims . . . .

2015Id. (quoting Rollins International, Inc. v. International Hydronics Corp., 303 A.2d 660, 662 (Del.1973); Ackerman v. Stemerman, 201 A.2d 173, 175 (Del.1964)). (1) It must be a controversy involving the rights or other legal relations of the party seeking declaratory relief; (2) it must be a controversy in which the claim of right or other legal interest is asserted against one who has an interest in contesting the claim; (3) the controversy must be between parties whose interests are real and adverse; (4) the issue involved in the controversy must be ripe for judicial determination.FN13 FN13.

2015Id. (quoting Rollins, 303 A.2d at 662-63 ).

2015C. § 6501, Delaware courts are authorized to entertain declaratory judgment actions provided that an “actual controversy” exists between the parties. 19 For an “actual controversy” to exist, four prerequisites must be satisfied: (1) It must be a controversy involving the rights or other legal relations of the party seeking declaratory relief; (2) it must be a controversy in which the claim of right or other legal interest is asserted against one who has an interest in contesting the claim; (3) the controversy must be between the parties whose interests are real and adverse; (4) the issue invol

2015C. § 6501, Delaware courts are authorized to entertain declaratory judgment actions provided that an “actual controversy” exists between the parties. 19 For an “actual controversy” to exist, four prerequisites must be satisfied: (1) It must be a controversy involving the rights or other legal relations of the party seeking declaratory relief; (2) it must be a controversy in which the claim of right or other legal interest is asserted against one who has an interest in contesting the claim; (3) the controversy must be between the parties whose interests are real and adverse; (4) the issue invol

2015See also FS Parallel Fund, L.P. v. Ergen, 879 A.2d 602 (Del. 2005); Guy v. Judicial Nominating Comm’n, 659 A.2d 777, 786 (Del.

2014R. 56 (c). 37 LaPoint v. AmerisourceBergen Corp., 970 A.2d 185, 191 (Del. 2009). 38 See Kingsbridge Capital Gp.

2013Rollins Int’l Inc. v. In’l Hydronics Corp., 303 A.2d 660, 662-63 (Del.1973). .In re Ethel F. Peierls Charitable Lead Unitrust, 59 A.3d 464, 469 (Del.Ch.2012) (citing Gannett Co., Inc. v. Bd. Of Managers of the Del.

1956See Stabler v. Ramsay, 32 Del.