Ledford v. Peeples’s Empirical Analysis

Citation profile

2 federal appellate ·

Most-quoted passages

The sentences later courts lift from this opinion, ranked by how many decisions quote each — the parts of the opinion doing the work. These counts are smaller than the citation total above because most of the 8 citing decisions cite the case generally; a passage count includes only decisions quoting that exact language verbatim.

1. “HORST [Counsel for the Active Members]: So they [the Active Members] talked to you about these Crescent Extrusions invoices, and then after that discussion, they hand you the February 8th put-and-call letter? LEDFORD: Well, it was — Larry [O'Dell] and I were sitting at the table, and Brenda [Smith] said something to the effect, "we may as well do this now,” or something. I don’t know. She was standing at that corner of her desk and she handed the put- and-call to us. I don’t know if we had stopped discussing the Crescent invoices. I don’t know if we had resolved any — I don't know. I just know that we discussed that and then we got the put-and-call. HORST: What was your reaction when you got the put-and-call? LEDFORD: I was shocked. HORST: Why? LEDFORD: I thought we had a good partnership. HORST: What did you say to her when you got it? LEDFORD: Well, after we read it, I asked if there was anybody else involved or a third party funding it, and she said "No, this is us. We’re doing this on our own.” I said, "Is there any chance that this could be undone?” And I think Larry [O'Dell] made the comment that "This partnership is over with.” .... HORST: What else did Mr. O’Dell say at that meeting other than "This partnership is over with?” LEDFORD: I don’t recall. HORST: Didn't he say something to the effect that, "Oh, hell, Jim [Ledford], you know who’s funding this and he’s going to screw us”? LEDFORD: He could’ve said something about that. I'm sure we had a real good idea who wa”

   1 later decision quote this exact passage · from the majority
   e.g. Ledford v. Peeples

2. “The evidence in the record, viewed in the light most favorable to Plaintiffs, shows that Plaintiffs themselves did not have the necessary experience, marketing skills, and expertise to run [Signature] in the absence of the Active Members, and that Plaintiffs’ attempts to obtain a management group and neees sary personnel to work with [Signature] were unsuccessful. Plaintiffs themselves testified that it would be foolish or risky to purchase the Active Members’ interests in [Signature] without having a management group or marketing group in place to replace the Active Members. Although Plaintiffs summarily contend that they would have acted differently if they had known of Defendant Peeples’ involvement, that summary and conclusory contention is not sufficient to allow Plaintiffs to avoid summary judgment. Indeed, knowledge of Defendant Peeples’s involvement would not have changed the fact that Plaintiffs did not have the necessary experience, marketing skills, and expertise to run [Signature], and that Plaintiffs’ attempts to obtain a management group and necessary personnel to work with [Signature] were unsuccessful. The failure to disclose Defendant Peeples’ involvement thus did not cause Plaintiffs’ decision to sell Plaintiff DynaVision’s interest under the February 25, 2002, Put and Call ... , 98”

   1 later decision quote this exact passage · from the majority
   e.g. Ledford v. Peeples

3. “(4) To the extent that, pursuant to paragraph (1) of this Code section or otherwise at law or in equity, a member or manager has duties (including fiduciary duties) and liabilities relating thereto to a limited liability company or to another member or manager: (A) The member’s or manager’s duties and liabilities may be expanded, restricted, or eliminated by provisions in ... a written operating agreement; provided, however, that no such provision shall eliminate or limit the liability of a member or manager: (i) For intentional misconduct or a knowing violation of law; or (ii) For any transaction for which the person received a personal benefit in viola-lion or breach or any provision of a written operating agreement; and (B) The member or manager shall have no liability to the limited liability company or to any other member or manager for his or her good faith reliance on the provisions of a written operating agreement, including, without limitation, provisions thereof that relate to the scope of duties (including fiduciary duties) of members and managers.”

   1 later decision quote this exact passage · from the majority
   e.g. Ledford v. Peeples