"Reasonable Efforts" Clauses in Delaware: One Size Fits All, Unless...

Harvard Law School Forum on Corporate Governance and Financial Regulation

Edward B. Micheletti Peter A. Atkins

Partners Peter Atkins and Edward Micheletti review the October 2018 decision in Akorn, Inc. v. Fresenius Kabi AG, in which the Delaware Court of Chancery concluded that, for Delaware contract law purposes, when it comes to "efforts" clauses that incorporate a "reasonableness" component, one size fits all.