Breach of fiduciary duty claims failed where plaintiffs failed to allege facts demonstrating that defendants took actions that were to the company's detriment or that interfered with the board's special committee's negotiations for a self-tender.

Court denied claim for contract reformation based on mistake where claimant merely sought to revise an unfavorable deal, although reformation was only meant to fix written contracts that failed to comport with the parties' mutual understanding of their agreement.

Court granted judgment for defendants on plaintiffs' breach of merger agreement claim where record indicated defendants undertook commercially reasonable efforts to develop pharmaceutical treatment and reasonably abandoned development when testing indicated that commercialization would not result in a reasonable profit.

Plaintiff's removal as an employee and manager of LLCs was ineffective where the operating agreements established payment of the fair market value of plaintiff's revenue share as a condition precedent to removal.

Court declined to dismiss fraud claims as untimely under contractual limitations period where the parties' contract expressly exempted fraud claims from the scope of the contractual indemnity provisions containing the survival clauses.