This is a reminder that the changes to the Delaware General Corporation Law, which we discussed in more detail here, went into effect on August 1, 2014.
In addition, a change to the law governing the statute of limitations also went into effect on August 1. Specifically, Title 10 of the Delaware Code was amended by adding a new Section 8106(c), which allows parties to agree to an extension of the statute of limitations for up to 20 years without having to use a sealed instrument, as long as the written contract involves at least $100,000.
Previously, Delaware law provided for a three year statute of limitations for breach of contract claims (Section 8106 of Title 10) and for a four year statute of limitations for breach of contracts governed by Article 2 of the Delaware UCC (Section 2-275 of Title 6). Instead, parties could opt into a 20 years limitations period for breach of contract claims by entering into a contract under seal under common law.