Sidley Austin LLP

As companies increasingly integrate generative and agentic AI into core business functions, a May 7, 2026 decision from the United States District Court for the Southern District of New York1 highlights several fundamental guardrails for corporate legal and compliance departments to consider. Although the case arose in the context of government decision-making, the opinion carries broader

Earnout remedies are not limited to damages.  In Fortis Advisors v. Krafton, the Delaware Court of Chancery awarded specific performance to reinstate a target company’s CEO and extend the earnout by the time that elapsed between the CEO’s wrongful, ChatGPT-informed termination and his restoration.  The decision also highlights a growing business risk: executives’ direct