Exemplary Damages In Delaware
In Casson v. Nationwide Ins. Co., Del. Super., 455 A.2d 361 (1982), the Superior Court first noted that "exemplary damages are not recoverable as a general rule in the pure action for breach of contract." Id. at 368. See, e.g., Delaware Sanitation, Inc. v. Steve Reuter and First State Communication Systems, Inc., Del. CCP C.A. No. 1998-03-217, Smalls, C.J. (September 18, 1998).
Only when there appears in the record a "willful wrong, in the nature of deceit" will the Court award punitive damages." Standard Distrib. Co. v. NKS Distrib., Inc., Del. Super., C.A. No. 92C-05-036, Quillen J. (January 3, 1996). In Jardel Co. v. Hughes, Del. Supr., 523 a.2d 361 (1982), the Delaware Supreme Court cited the Restatement (Second) of Torts 908, cmt. b (1979) as follows:
The penal aspect and public policy considerations which justify the imposition of punitive damages require that they be imposed only after a close examination of whether the defendant's conduct is "outrageous," because of "evil motive" or "reckless indifference to the rights of others." Mere inadvertence, mistake or errors of judgment which constitute mere negligence will not suffice. It is not enough that a decision be wrong. It must result from a conscious indifference to the decisions foreseeable result.
The Delaware Supreme Court and Chancery Court have recently ruled that the law in Delaware is that if a contract is not ambiguous, the trial court may consider evidence to interpret or search for the parties intentions. Citadel Holding Corp. v. Roven, Del. Supr., 603 A.2d 818, 822 (1992). Pellaton v. Bank of New York, Del. Supr., 592 A.2d 473, 478 (1991).
As provided in Gilbane Building Co. v. Nemours Foundation, D. Del., 666 F. Supp., 649, 652 (1985), "The parties to a contact can provide that a liquidated amount will be recoverable in the event of a particular type or types of damages, while actual damage will be covered in the event of [the presenting of evidence] other forms of damages."
Every contract imposes a duty of good faith and performance. Restatement 2d Contracts, 205 (1981). "A breach of the obligation of good faith and performance may be overt or may consist of inaction." See, Rehoboth Resort Realty t/a Caldwell Banker Rehoboth Resort Realty v. Brittingham Enterprises, Inc., Del. Super., Civ. A. No. 91C-03-035, Lee, J. (July 21, 1992).
Likewise case law provides that contingencies in real estate can be set forth in contracts which would cause the settlement and obligation of the parties to become null and void. Baldwin, et al. v. Starratt, Del. Super., C.A. No. 98A-11-016-CG, Goldstein, J. (July 16, 1999); Lee Builders v. Wells, Del. Ch., 103 A.2d 918 (1954).