HP’s purchase of EDS may have hit the rocks after invoking the ire of the Intermountain Ironworkers Trust Fund (IITF). The fund, based in Utah, has brought a lawsuit through Dallas-based law firm Baron & Budd, P.C. claiming that the terms of the sale agreement are unfair to EDS shareholders.

A statement from the law firm highlights various parts of the agreement that may constitute ‘beach of fiduciary duties’ including fixing of the stock price at $25 a share and guaranteeing HP a $375m pay out if the deal does not go through.

“This deal leaves EDS shareholders out in the cold“, said Russell Budd, managing shareholder of Baron & Budd. “They had no say in the transaction, and the company directors who are charged with protecting their interests looked the other way.”

This move marks is the second time the proposed deal has drawn criticism in one week after EDS shareholder, Joseph Villari, sued to declare the sale unenforceable until EDS holds an auction to seek a higher price.

However, Joe Vafi, of analyst firm Jefferies & Co., said that the current offer from H-P seems fair and that the suits won't go far without the participation of larger shareholders.