Elon Musk, the Tesla CEO billionaire, is now facing a $44 billion lawsuit from Twitter. The new lawsuit is expected to be a lengthy fight since Twitter is seeking a $1 billion breakup fee that was agreed upon in the original agreement between the two parties.

The lawsuit, filed in the Delaware Court of Chancery by Twitter, reflects the signed agreement that states Musk would either purchase Twitter or pay a fee of $1 billion.

Twitter, in court documents, claims Musk was willing to harm Twitter’s brand by changing his mind.

“Having mounted a public spectacle to put Twitter in play, and having proposed and then signed a seller-friendly merger agreement, Musk apparently believes that he — unlike every other party subject to Delaware contract law — is free to change his mind, trash the company, disrupt its operations, destroy stockholder value, and walk away,” the lawsuit alleges.

The lawsuit points to specific alleged “breaches” by Musk.

“This repudiation follows a long list of material contractual breaches by Musk that have cast a pall over Twitter and its business,” the lawsuit says. “Twitter brings this action to enjoin Musk from further breaches, to compel Musk to fulfill his legal obligations, and to compel consummation of the merger upon satisfaction of the few outstanding conditions.”

Last Friday, Musk’s attorney claimed in a letter that Twitter was the company that was in “material breach” of the agreement, citing “multiple provisions” of the initial signed document between the two parties.

The attorney accused Twitter of withholding vital data that Musk required and asked for so that he could analyze the number of bot and spam accounts on the platform, and more information.

The new lawsuit falls on the heels of the severe downturn in the stock market that impacted Twitter deeply. Twitter shares fell dramatically during the downward spiral of the market, with trading prices now about $20 per share under Musk’s offering price.

Twitter alleges in the lawsuit that Musk broke his contract with them by dropping out of the deal once the market suffered a downturn.

The new lawsuit asked the court to order Musk to complete the agreed-upon merger at the agreed price of $54.20 per Twitter share, though in today’s market shares are under $20.

The lawsuit also discusses Musk’s famous electric car company, Tesla.

"The value of Mr. Musk's stake in Tesla, the anchor of his personal wealth, has declined by more than $100 billion from its November 2021 peak,” the lawsuit says. “So Musk wants out. Rather than bear the cost of the market downturn, as the merger agreement requires, Musk wants to shift it to Twitter's stockholders," it added.

Musk, however, strongly disagrees.

In a perfectly launched ironic tweet - on Twitter - Musk wrote, “Oh the irony lol.”

When Musk pulled out of the Twitter agreement last Friday, he said the lack of clarity about spam and other misrepresentations created a "material adverse event.” Musk, after asking Twitter for months for specific information about the number of spam accounts on its platform, never answered.

Unlike social media, the rules of contract law are more structured.

Musk’s attorneys claim Twitter did not live up to its contractual obligations, as they wrote to the SEC on June 8. On June 10, Twitter vehemently disagreed, in its own letter to the SEC.

In court, if Musk proves Twitter misled him, he may just walk away without spending a penny. Musk’s attorneys discussed their claim that Twitter did not provide vital data about the number of spam accounts and that this violated section 6.4 of the original, agreed-upon contract between both parties. Section 6.4 states Twitter must “furnish promptly” any and all legal information Musk requests.

However, the Delaware court may instead blame Musk for reneging on the deal and ostensibly trying to shift the blame onto Twitter for the agreement’s breakdown. If the court believes Musk is in breach of contract, a price will be paid, according to section 9.9 of their agreement, where it says that under specific performance, if one of the two parties tries to break the agreement, the court can impose an injunction.

If this scenario occurs, the court may force Musk to comply with the original sale price of $54.20 per share, as per the signed agreement.

Musk may, however, be told to pay the $1 billion as a break-up fee.

Another way for Musk to break free without a financial hit would be if his financial backing fails. Currently, Musk is using $21 billion of his own money for the Twitter deal and has $25.5 billion in debt financing for the remainder of the payment. His lenders are international institutions such as Barclays, Bank of America, and others. During a tumultuous time in the global economy and the market, these lenders might hypothetically back out for legitimate reasons.

If these lenders decide to pull out of the financing, then Musk could be able to walk away without paying a cent.

The fight between Twitter and Musk is expected to be a lengthy battle, or in this case, a bloody war.