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Dallas, Texas  ·  Complex Commercial Litigation

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Portrait of Hon. Bill Whitehill

Hon. Bill Whitehill

Judge · Seat 1B

Texas Business Court · First Business Court Division (Dallas)

Biography

Bill Whitehill is an inaugural Judge of the Texas Business Court First Division, Dallas. He came to the Court from Condon Tobin Sladek Thornton Nerenberg PLLC, where he was a member and led the firm’s Appellate Section. Before joining the Business Court, Bill served as a Justice on the Texas Fifth District Court of Appeals, where he authored over 600 substantive opinions. Bill was an associate and partner at Gardere Wynne Sewell, LLP, now known as Foley & Lardner, LLP for thirty-three years. At Gardere, he handled commercial, antitrust, securities, intellectual property, and fiduciary trials and appeals. He is a sustaining life fellow of the Texas Bar Foundation, and fellow of the Dallas Bar Foundation. He is a homeless kitchen volunteer for Cornerstone Baptist Church and is a former co-teacher and mentor at Cornerstone Crossroads Academy. Bill received a Bachelor of Business Administration in Finance from The University of Texas at Austin and a Juris Doctor with honors from the SMU Dedman School of Law and an Order of the Coif member.

Source: txcourts.gov

Opinions by Judge Whitehill (1)

Good Faith Performance Obligation ×
2025 Tex. Bus. 9 Summary Judgment March 10, 2025

Drag-Along Rights and Modified Fiduciary Duties Survive Summary Judgment Challenge in Private Equity Partnership Dispute

In Primexx Energy Opportunity Fund, LP v. Primexx Energy Corporation, 2025 Tex. Bus. 9, the Texas Business Court addressed whether a partnership agreement could contractually limit—to the greatest extent permitted by law—a partner's statutory duties of loyalty and care under the TBOC when exercising drag-along rights to force a sale. The court held that while these duties cannot be eliminated, Texas's freedom of contract principles permit partners to expressly limit them, and the case centered on the enforceability of those limits.

Private Equity Drag-Along Rights Fiduciary Duty Partnership Agreement Summary Judgment Opinion PDF ↓