The Court of Chancery “Edits” a Material Adverse Effect Definition That’s “Obviously Wordy and Full of Synonyms”
In the holiday spirt, the Vice Chancellor Laster just sent contract drafters a gift: His new blockbuster COVID-related decision “edits” the Material Adverse Effect definition driving the M&A dispute.
Here’s the original, the court’s discussion, a redline, and a revised version. Do you agree that the language the Court of Chancery suggests cutting is “obviously wordy and full of synonyms”? Does “resulting from,” for example, encompass “arising out of” and “attributable to”?