Waltuch v. Conticommodity Services, Inc.
United States Court of Appeals for the Second Circuit
88 F.3d 87 (2d Cir. 1996)
Silver trader Waltuch (plaintiff) was named in multiple suits alongside employer Conti (defendant) after a market crash; Conti settled all the civil suits and paid the full settlements, resulting in Waltuch's dismissal without any personal contribution, though he spent roughly $1.2 million defending himself, and separately spent about $1 million defending a related CFTC enforcement action that itself settled with a fine and trading ban. Waltuch sued Conti for indemnification of both sets of expenses, first under Conti's broad indemnification bylaw and second under a Delaware statute allowing indemnification for a defendant successful on the merits or otherwise; the district court sided with Conti on both theories, and Waltuch appealed.
Whether, for indemnification purposes, a defendant is successful in defense of a claim if he assumes no personal liability and does not have to pay any settlement because his employer paid the entire settlement amount.