Business Litigation Lawyer
Are you a business facing a legal issue? Business drives our economy. Always has, always will. You built it, and it is important to protect it. Protecting it sometimes involves defending it; sometimes it involves offensively protecting it. When clients call me or walk in my door, they are often dealing with a business problem that requires a business litigation lawyer. I work with my clients to protect them, defend them, and craft solutions that make business sense. I help both the largest of companies and the smallest of companies. Small businesses are no less important than large ones.
Sometimes business disputes involve the very-heart of the company; a “bet the company” dispute. Sometimes they involve more minor issues. A good business litigation attorney advises the client of the difference. My aim is to achieve the best result at a reasonable cost.
I advise my clients in disputes involving contract disputes, disputes with other businesses, disputes with employees, premises liability issues, insurance disputes, covenants not to compete, trade secrets, patents, copyrights, pay issues, inter-partner partnership disputes, inter-member LLC disputes, family business disputes, and shareholder disputes.Contract Disputes
There was once a time when people honored their word and could do business on a handshake. Mostly not anymore, sadly, and we live in a world where most do not. So written contracts are important, and they should not be breached. I can help both with reviewing the contract and making sure it is not breached – or making sure those that do answer for that wrong.
Generally, the elements of a breach of contract action are: (1) there is a valid, enforceable agreement; (2) the plaintiff performed or was excused from performing its obligations under same; (3) the defendant breached the contract; and (4) the defendant’s breach caused the plaintiff injury. Sometimes contracts have to be in writing to be enforceable, sometimes they do not. Even when there is no contract, or a contract is ultimately found not to be valid, sometimes a party who confers a benefit on another can be compensated under what are termed “quasi-contract” theories of recovery.Business Torts
I also help businesses in dealing with torts. A “tort” is simply a word for a civil wrong. For example, there is the crime of murder, but there is the tort of wrongful death. In business, torts can involve such things as tortious interference with a contract – like someone trying to interfere with a contract you have with another. Or fraud. Or negligence. Or any number of other torts that are alleged or need to be pursued.
Some examples of common business torts include tortious interference with contractual relations. This can be used, for instance, when you have a contract with a customer, for instance, and a competitor tries to interfere with your contractual relationship with your customer. Generally, the elements of a claim for tortious interference with contractual relations are: (1) a contract existed of which plaintiff was a party; (2) the defendant willfully and intentionally interfered with that contract; (3) the interference proximately caused plaintiff damages; and (4) the plaintiff incurred actual damages.
Another example includes tortious interference with prospective contractual relations. This would be a situation where you are in contract negotiations with a customer, for instance, and a competitor tries to interfere with the negotiation and take the business, for instance. Generally, the elements of a claim for tortious interference with prospective contractual relations are: (1) there was a reasonable probability that the plaintiff would have entered into a contractual relationship with a third party; (2) an independently tortious or unlawful act by the defendant prevented the relationship from occurring; (3) the defendant acted with conscious desire to prevent the relationship from occurring or defendant knew that the interference was certain or substantially certain to occur as a result of his or her conduct; and (4) the plaintiff suffered actual harm or damage as a result of the defendant’s interference.
Another example of a business tort is business disparagement. This is similar to a defamation/slander cause of action in the business context, and it can apply in certain circumstances. Generally, the elements for business disparagement claim are: (1) the defendant published false and disparaging about plaintiff’s business; (2) with malice; (3) without privilege; and (4) that resulted in special damage to the plaintiff.
Another example of a business tort involves covenants not to compete. Generally, an employer can use a covenant not to compete to restrict the future activities of current employees if and when they leave a company. They are essentially a contract. They have to be valid and reasonable. Assuming your business uses covenants not to compete, sometimes situations arise when an employee leaves your organization whereby you need to enforce your own covenant not to compete. Or perhaps you have a situation where you recently hired an employee and the employee’s previous employer is claiming that employee is in breach. Or perhaps you are an employee bound by an existing covenant not to compete and are considering your options should you decide to leave. How enforceable a covenant not to compete is depends on how well it is drafted.
There are many other torts that can be alleged against businesses, including negligence, premises liability, wrongful death, and deceptive trade practices. And as a business owner, you need a business litigation attorney to help navigate these issues.Trade Secrets and Intellectual Property
Businesses also own intellectual property, which is like any other property except it is in the form of trade secret knowledge, protected patents, protected copyrights, and/or protected trademarks. Generally, if you have a valid U.S. Patent, for instance, a person cannot make, use, sell, or offer for sale an invention using your patented technology. The same is true for copyrights. The same is also true for trademarks. There are trademarks officially obtained through the US Patent and Trademark office, but there are also protections under the common law. Whether or not you have claims for these causes of action typically requires a fairly extensive review of the facts and issues.Partnership/Member Disputes & Family Disputes Therein
Sometimes partners in a partnership, or members in an LLC, for instance, have disputes. How those disputes are resolved depends on a couple of things. First, it is important to have a good set of partnership agreements on the front end in beginning a business. If you do have good agreements, often dispute resolution procedures are in the agreements themselves. For instance, if one partner wants out, the agreement spells out how that partner can get out and how that partner’s interests will be valued in terms of a buy-out. But even when a good agreement is in place, there are often arguments that can arise about what specific terms mean or how they should be interpreted or applied to a situation. That is where disagreements can be contentious. If there is no agreement in place, Texas statutes help govern how disputes between partners are resolved, such as how a partner’s interest is valued and purchased, for instance. But like all statutes, they cannot envision every fact scenario, and unique fact scenarios create battlegrounds for disputes.
There are also situations where a partner, for instance, breaches its fiduciary obligations to another partner. Generally speaking, partners owe fiduciary or quasi-fiduciary duties to one another. The duties of care and loyalty, for instance. Those mean, for example, that a partner cannot act in his or her own best interest in such a way to hurt his or her partners or the partnership.
These issues can become even more complicated when a family owns the business. For instance, dad starts and develops a business; dad dies; dad leaves the business to his three sons. Without a clear delineation of control of the company, remaining family members, including sons, spouses, and grandchildren, can begin fighting for control and resources. And in those situations, even with a clearer set of governing documents, the family issues coupled with the business issues make the disputes greater. Sometimes there are probate documents, such as a will, that transfers control or interests in a company equally with no business governing documents, whatsoever. The underlying family problems cross-over into the business and vice-versa. These disputes can be incredibly fierce; often leaving the underlying family with drawn swords around the dinner table, figuratively. As a business litigation lawyer, I understand the dynamics of these disputes and fight for right.
Please call me at 903-944-7537 or contact me via the website contact form, and I will help resolve these issues in the best way possible.