Express Scripts, Inc. v. Bracket Holdings Corp

Summary

The Court held that the parties' securities purchase agreement unambiguously limited recovery for breaches of representations and warranties to the R&W Policy unless the breach involved deliberate fraud or certain fundamental representations. Because the Superior Court improperly instructed the jury that recklessness could support recovery beyond the policy limits, the error was not harmless and required reversal and a new trial. The Court also held that evidence concerning financial information outside the March 2013 statements was relevant to whether Bracket relied on the represented financials and should not have been excluded on the record presented.