Actually, the Restatement doesn't use the term "forthright negotiator principle."

From what I can tell, it's a term that the Delaware Chancery Court came up with. They first used it in 1996 and until the Cerberus litigation they had only mentioned it in one other case. No other court anywhere has ever used it.

I agree with you that it's a grand term for a straightforward principle.

As a general matter, this isn't an area I know much about. I prefer making meaning clear in the contract so you don't have to squabble later on.

Ken