Court Rules that Ingres Breached its Contract with CA and Orders It to Continue to Provide Products and Support to CA and its Customers

ISLANDIA, N.Y., Dec. 17 /PRNewswire-FirstCall/ -- CA, Inc. (Nasdaq: CA) announced today that it has prevailed on its claims against Ingres Corp., an open source database management company, in Delaware Chancery Court. The Court confirmed that Ingres is required to comply with its contractual obligations to provide products and support, including its OpenROAD software, to CA and its customers.

"We are pleased by the Court's thoughtful ruling, which fully embraced CA's position and approach", said Amy Fliegelman Olli, executive vice president and chief counsel. "Ingres was involved in what the Court considered a rare instance of a breach of the implied covenant of good faith and fair dealing. As a result, we were left with no option but to aggressively pursue these matters through litigation, as CA made every effort to protect its customers' interests through reasoned negotiations with Ingres."

Ingres, based in Redwood, California, was acquired by CA in 1994 and subsequently spun off in 2005. As part of the spinoff arrangement, CA and Ingres agreed that Ingres would continue to fulfill the maintenance and support obligations to CA's existing Ingres customers. CA and Ingres also agreed that CA would retain a perpetual right to embed and receive support for Ingres products in CA offerings.

Ingres denied that CA and its customers were entitled to new software versions developed after the spinoff as part of existing maintenance and support agreements at no additional cost. Ingres thus claimed that CA owed it nearly $60 million for upgrades and services provided to CA's existing customers.

The Chancery Court found that after its creation, Ingres Corp. acted in bad faith towards CA by orchestrating a scheme to damage CA and its customer relationships. In the ruling, the Court found that "Ingres does not really seek damages; rather, it seeks a gotcha award of an exorbitant amount of money for an 'order' that CA never actually placed. There was nothing inappropriate in CA trying to protect its key relationship ... after Ingres' tampering scheme came to light. Ingres has suffered no compensable damages, and it cannot demand a court of equity to reward it for its bad faith scheming at the expense of its contractual partner."

Olli concluded, "This ruling also sends a clear message that CA will continue to vigorously protect its rights and its customers and seek appropriate legal remedies when those rights are violated."

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