KKR was that it aided and abetted the directors’ and officers’ breaches of fiduciary duty. The district court found that the risk of liability to KKR under this theory was “quite circumscribed.” Nevertheless, the court allocated 25 percent of the settlement and defense costs to Safeway and KKR. Under Nordstrom, that allocation was improper. True, KKR was subject to potential liability independent of Safeway’s directors and officers, not merely the derivative liability that Safeway faced. However, whatever liability KKR might have would be concurrent with the liability of Safeway’s officers and directors: KKR could not be liable for aiding and abetting their breach of fiduciary duty unless the Safeway officers and directors had indeed breached that duty. See Nordstrom, 54 F.3d at 1434 (<HOLDING>). There was no showing that KKR’s potential
holding that the issue of fraud was precluded because the previous jury necessarily considered fraud as the basis for chapter 93a liability holding that whatever direct corporate liability nordstrom had for fraud would be concurrent with director and officer liability since the directors and officers were liable for authorizing the fraud holding that an employment relationship allegedly terminated with fraud and malice may open employer to tort liability beyond the bounds of ordinary liability for breach of contract recognizing privilege for corporate officers directors and shareholders to influence the actions of their corporation holding that under texas law where liability of insured and liability of its agent were related and interdependent court must look to whether agents fraud was covered by policy