If you own a business, legal issues are probably the last thing you want to deal with. The costs of attorneys and the complexity of the legal system can be overwhelming. The sense of doom is amplified exponentially when your opponent has a team of lawyers and deep pockets. Big companies and their unscrupulous lawyers know this, and they prey on it. They expect you to avoid a fight.
Our commercial attorneys have been representing small and medium sized business in court for over a decade. Unlike most business attorneys, we are a plaintiff’s firm first and foremost. We specialize in helping the “little guy” take on the “big guy” and prefer to work on contingency (no fee unless we win), hybrid or alternative fee arrangements.
We regularly take on some of the largest entities in the region and are here to solve your problems and get you back to business—not to inflate your bill.
Our business claims typically involve breach of contract and economic tort claims, such as tortious interference. For additional information on these types of claims, see below.
If you would like to schedule a free consultation to discuss your legal issues and how we might help, contact our commercial and business litigators today.
Breach of Contract
“Contract” is simply a term of art for an agreement that the law will enforce. The elements of an enforceable contract are typically:
- An offer—”I will give you $150 for that Bob Dylan record”
- Acceptance of that offer—”Ok, I will sell you the record for $150”
- Mutual assent—we both understand that we are agreeing to a stereo first pressing of Blonde on Blonde;
- Consideration—each side must be giving or foregoing something, e.g. my consideration is the promise to pay $150, your consideration is the promise to provide the record;
- Capacity—the parties making the contract must be capable of doing so (not underage, not an agent acting beyond their authority, etc.);
- Legality—the contract cannot be for an unlawful purpose—”I will pay you $10,000 if you agree to burn my car for insurance fraud” is not a contract the law will enforce.
In addition to these requirements, certain types of contracts are required to be in writing (typically those for sale or land, long term services, or the sale of goods over $500). Even where some of the elements of a proper contract are missing, additional theories of recovery such as unjust enrichment or quasi-contract may be available. Additionally, certain defects in formation may be cured by the actions of the parties. Therefore, even if you think your case has problems, you should thoroughly discuss it with a lawyer.
When a party fails to keep its end of the bargain, this is considered a breach of the contract. When a contract is breached, the aggrieved party can typically recover those damages that are reasonably foreseeable. The seminal case in this regard comes from the United Kingdom and is styled Hadley v. Baxendale. A thorough explanation of the scope of this general rule and its limits can be found here.
Breach of contract claims usually come down to two types of disputes:
- Disagreements about the terms of the agreement (interpretation of the contract if in writing or the actual agreed-to terms if the contract is not in writing) or
- Disagreements about the monetary value or damages flowing from the breach. The former requires a lawyer with a thorough understanding of the rules or “canons” of contract interpretation and the ability to investigate and present the available evidence as to meaning. With the latter, an experienced lawyer with appropriate expert witnesses can make a tremendous difference in how well the case is valued.
If you think you have a claim, contact the breach of contract lawyers at Wagoner Desai, PLLC today for a free consultation.
Tortious Interference with Business Relationships
The elements of tortious interference with a business relationship are generally: (1) existence of the relationship; (2) an intentional act of interference by a third party with that relationship; (3) proof that the interference caused harm; and (4) damages. See e.g. Hatfield v. Health Mgmt. Assocs. Of W. Va., Inc., 223 W. Va. 259, 672 S.E.2d 395 (2008); Macklin v. Robert Logan Assocs., 334 Md. 287, 639 A.2d 112 (1994); Kenty v. Transamerica Premium Ins. Co., 72 Ohio St.3d 415, 650 N.E.2d 863 (1995); Thompson Coal Co. v. Pike Coal Co., 488 Pa. 198, 412 A.2d 466 (1979); NCRIC, Inc. v. Columbia Hosp. for Women Med. Ctr., Inc., 957 A.2d 890 (D.C. 2008).
Tortious interference claims typically involve some improper means of competition or outright vindictive actions. It may be a disgruntled former employee reaching out to a customer to interfere or a competitor seeking an unfair advantage.
The Columbia Hospital case cited above presents a good example of what is actionable tortious interference. In that case, NCRIC was a malpractice insurance carrier. The hospital had previously contracted with NCRIC to provide malpractice insurance for the hospital’s credentialed physicians for care provided at the hospital (primarily deliveries and obstetrical procedures). The hospital obtained a much less expensive premium quote from another insurer and looked to change carriers. In response, NCRIC contacted the physicians, told them that the new insurance company could not provide an adequate defense and encouraged the physicians to affiliate with other hospitals by promising to dramatically reduce the physicians’ out of pocket insurance premiums if they would move. Many of the physicians did leave, which significantly reduced the hospital’s revenues and led to its ultimate closure. The jury awarded the hospital $18 million for tortious interference damages. The D.C. Court of Appeals upheld the $18 million award.
For additional information on business torts, the Boca Raton Tribune has an excellent overview here. If you would like to discuss your tortious interference claim, contact our commercial litigators for a free consultation today.
Defamation claims deal with damage to ones reputation stemming from false or misleading statements. Businesses, as well as individuals, can be the victims of defamation. A thorough explanation of these claims is addressed here.
Was your business contract breached?
Are you struggling to get the compensation your business was contracted? Contact Wagoner Desai, PLLC today to learn more about your legal rights and how you can get the compensation you really deserve for your losses.
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