What Does It Mean to Have No Adequate Remedy at Law
For example, in infringement proceedings, a court considers that there is a full, practical and effective remedy to place the injured party in the same economic situation as it would have been in the absence of the infringement. Therefore, a court does not award specific performance of the contract and instead orders damages, unless the contract concerned unique goods such as works of art. Determining whether there is an adequate remedy is not a mechanical task. The mere existence of a remedy shall not constitute grounds for refusing an injunction unless the remedy is as practical and effective for the purposes of justice as the equitable remedy. Thus, while a plaintiff may be entitled to bring an action for damages, this remedy is insufficient if damages cannot be calculated. Recipient acknowledges that damages alone would not be an appropriate remedy for breach of any provision of this Agreement. Accordingly, without prejudice to any other rights and remedies available to it, the disclosing party shall be entitled to an equitable remedy (including, but not limited to, injunctive relief) with respect to any actual threat or breach of any provision of this Agreement. Sorry, I didn`t get back on that thread sooner. Frankly, I have no idea what Delaware corporate law has to do with a confidentiality agreement, but since many remedies are considered fair in the corporate law world, the principle can be transferred that a party who has expressly accepted a remedy for a particular finding of fact cannot seek a fair final path. Call the principle estoppel, dirty hands, or whatever you want, but the express consent of a party, even with respect to the availability of a remedy, should not be nullified simply because a court does not want its discretion to be limited. In administrative law, the judge examines whether there is a separate remedy or alternative appeal procedure to determine whether a law provides for a separate remedy or an alternative appeal procedure. Both legal and practical considerations must be taken into account. For example, an injunction restraining a landlord from evicting a tenant is inappropriate if the ownership of the premises is not disputed and the tenant has an appropriate remedy by defending an unlawful eviction and bringing a claim for damages in the district court.
Similarly, the seizure was found to be insufficient and injunctive relief was appropriate in a case where defendants had systematically transferred funds to companies under their control but not within the jurisdiction of the court. I agree that you see that language often, but at the end of the day, even in the United States, the award of equitable relief is at the discretion of the court. I agree with you that “seeking” just relief is a more appropriate wording. However, the usual ending of the phrase in U.S. contracts is “without having to prove damages or deposit [security] [bond].” I think it makes sense to add that for U.S. contracts, because it shows the court that the parties have agreed that a breach of confidentiality would be so significant that it would cause irreparable harm and that they will not argue over the evidence of damages. In this way, an injunction can be expedited, so to speak, provided the court agrees! What Chancellor Strine meant was that the Delaware courts consider the relationships established within a company to be contractual in nature rather than prescribed by the state (many corporate law theorists believe that the formation of a corporation by the state makes society and its structures and instruments of internal affairs state policy). The consequence of Delaware`s position is that the parties are free to manage their affairs as they see fit, with few political constraints imposed from above. This is called “light regulation” on your side of the pond. Proof that there is no adequate remedy is not required in some cases. For example, it has been held that if a plaintiff is aggrieved as a result of a null conviction proceeding, the granting of an injunction does not require proof of irreparable harm or inadequate remedy.
As a general rule, claimants must prove that the damage they are threatened with is irreparable. “Irreparable damage” occurs when the damage is damage for which the claimant cannot be adequately compensated in monetary terms or when the amount of money owed to the claimant cannot be measured at a certain level. Another aspect of this clause that is negotiable is the phrase “any breach of this Agreement” – the only thing for which equitable relief is appropriate would be the breach of confidentiality itself. There are probably many other clauses in the NDA, the breach of which would not jeopardize the entire business of the disclosing party and might not involve any loss at all for the disclosing party. The nature of the damage and the nature of the order sought shall be examined in the light of the particular circumstances of the case. For example, damage caused by unauthorized entry into mining property is taken particularly seriously, as there is a risk of destruction of minerals, while an ordinary trespassing suit cannot justify the issuance of a mandatory injunction.