Reed Smith Client Alerts

The right to a trial by a jury is one of the foundational principles of American jurisprudence. However, like many things in American law, a party’s right to a jury has certain limitations and exceptions. In FirstString Research, Inc. v. JSS Medical Research Inc., C.A. No. 2020-0332-KSJM, 2021 WL 2182829 (Del. Ch. May 28, 2021), the Delaware Court of Chancery recently explored one of those exceptions under the cleanup doctrine. Specifically, the court held that a litigant was not entitled to a jury trial of claims that were cognizable in the Chancery Court’s ancillary jurisdiction.


Plaintiff FirstString Research, Inc. entered into an agreement with defendant JSS Medical Research Inc. in which JSS would manage clinical studies for an investigational new drug that FirstString was developing. When one of those studies was delayed and ultimately terminated, FirstString filed an action against JSS in the Court of Chancery seeking specific performance of JSS’s obligation to cooperate with FirstString in winding down the study. FirstString also brought claims for breach of contract, replevin, and conversion. In response, JSS filed a “mirror-image” breach of contract action against FirstString in the Delaware Superior Court and demanded a jury trial.

JSS moved to transfer the Court of Chancery action to the Delaware Superior Court, claiming that FirstString’s specific performance claim was pretextual and insufficient to vest subject matter jurisdiction in the Court of Chancery. JSS also claimed that its constitutional right to a jury trial for FirstString’s three other causes of action made the transfer necessary.