Published on:

There are many things that a commercial tenant must consider once it signs a lease. One thing most tenants (or landlords) hope not to have to contemplate is what to do if a legal roadblock prevents the operation of the tenant’s business. In these situations, it is important to understand the circumstances under which the law will, and won’t, excuse performance. A Georgia landlord-tenant attorney can help you with these and other questions.

One case that involved a question of a tenant’s non-performance was a tanning salon that had rented a space from a commercial landlord in a southwest Florida shopping center. The lease called for a five-year term, scheduled to start in August 2013.

So far, this probably sounds like an ordinary transaction. However, at around the time the salon was scheduled to take possession, the city rejected a request from the salon to make certain changes to the property needed to run the tanning business. The city denied the request because, it claimed, the property was zoned with a designation of “C-4,” and tanning salons were not allowed in C-4 zoned properties.

Published on:

Having to pursue commercial litigation can be a complicated matter. It may be profoundly more so when the business partner whom you’re suing is a foreign government. The law provides wide latitude for foreign governments to avoid facing suit in the United States. This protection is called sovereign immunity. There are certain exceptions that remove that immunity and make the foreign government subject to a legal action in the U.S. Whether you are suing a sole proprietorship located five miles from your business or a foreign government, make sure that you protect your business interests by selecting skilled Georgia business counsel.

One recent case that has potential resonance here in Georgia and that involved sovereign immunity was an action that involved an alleged agreement between a Floridian and the government of Venezuela. Ricardo was the great-great-grandson of Joaquin de Mier, whose main significance within history (and this case) was his friendship with South American leader Simon Bolivar. Bolivar spent his final days at de Mier’s home and left his friend with a “treasure trove” of possessions. That trove eventually passed through inheritance to Ricardo.

The Venezuelan government allegedly stated an interest in purchasing the Bolivar collection that Ricardo held. The two sides entered into negotiations. That year, the Venezuelan government flew Ricardo and the collection from the United States to Venezuela. Ricardo believed the two sides had an agreement:  the Venezuelan government would inspect the collection and either would buy it or would, if declining to purchase, return the collection to Ricardo’s possession. Five years later, Ricardo had neither his collection back nor any payment from Venezuela.

Published on:

Most people associate the word ”racketeering” with the Mafia or other organized crime entities. However, the Racketeer Influenced and Corrupt Organization Act (RICO), both the federal and Georgia versions, span more than just situations involving organized crime. People can bring civil RICO lawsuits for a variety of reasons. The law is often overused, but any civil RICO claim is something your business should take very seriously because, if the plaintiff succeeds, your business could be forced to pay “treble damages,” which means a plaintiff’s award that is triple the amount of damages actually proved. Fortunately, there are many ways that a skilled Georgia civil racketeering attorney can defeat an improper civil RICO case launched against your business.

If you are on the defendant side of a civil RICO lawsuit, you should know that there are a significant number of pleading and proof requirements the law imposes on plaintiffs. This gives your knowledgeable attorney many opportunities to obtain a summary judgment that throws out the RICO claim before it ever makes it to trial.

As an example, we can look at a federal court case that started right here in North Georgia. The plaintiff, R.C., was a customer who bought a puppy at a Kennesaw pet store. She paid $2,400 for her Shih Tzu after receiving paperwork certifying that the dog was healthy. The dog wasn’t. A veterinarian diagnosed the puppy with parvovirus, which is often fatal in puppies.

Continue reading →

Published on:

In any commercial agreement, there are many terms that can be of great importance. Some may be obvious, while other essential provisions may go “under the radar.” Even something as minute as deciding which state’s laws will be used to resolve any disputes can make all of the difference should you find yourself in litigation. In one recent case, a contract’s clause regarding the controlling law allowed a plaintiff to revive its case because the chosen state had a broader basis for allowing plaintiffs to obtain recovery. Cases like these highlight the importance of making sure you have skilled Georgia business counsel representing you, whether you are negotiating or litigating your contract.

In that recent case, decided by the 11th Circuit Court of Appeals, whose decisions affect federal actions in Georgia, Florida, and Alabama, a group of business entities reached an agreement with a hedge fund for a line of credit. The borrowers eventually became displeased with the lender’s dispersal of funds and asked the lender to allow them to obtain additional financing from another lender. The hedge fund said no. This set of problems allegedly cost the borrowers the chance to complete an acquisition deal.

The two sides continued to encounter problems. The borrower allegedly continued not to receive funds as it should have. According to the lender, the borrower was the party who defaulted. Eventually, the borrowers sued, alleging a multitude of claims. The borrower had a substantial problem with its case, though:  the release provision contained in the agreement documents it signed. Almost all of the claims that the borrowers asserted in their lawsuit were causes of action that they were expressly prohibited from asserting in a lawsuit, based upon the terms of the release.

Published on:

In any sort of business or commercial dispute, there is a high probability that certain written documents will play an important role. Sometimes, though, it’s what isn’t written down that may hold the key to a successful case. In some situation, oral contracts may be valid and binding. In order for that to happen, though, there must be proof that a consummated agreement (in other words, a “meeting of the minds”) took place. Whether you are seeking to enforce or to oppose the enforcement of an oral contract in your business litigation, it helps to have the resources of skilled Georgia commercial debt collection counsel on your case.

One recent case in which the enforceability of an oral contract was at issue involved a farm and its agricultural products supplier. The farming business was owned by a husband and wife, and the wife’s father, T.E., signed a personal guaranty with the supply company guaranteeing payment of all of the farming company’s debts with the supply company. The wife’s father eventually decided he wanted to get out of farming and did not intend to continue guaranteeing the farm’s debts. He allegedly told the supply company’s branch manager about this decision, and the manager allegedly was “in total agreement” about the decision. No written document to this effect was ever produced at trial, however.

The farm racked up debts in excess of $200,000. The farm eventually missed payments, and the supply company asked T.E. to pay, based upon his guarantees. The man refused, and the supply company sued. The trial court eventually granted a summary judgment for the guarantor, which meant that the supply company lost its case before it even made it to trial. The judge concluded that T.E. had sufficiently established that he had rescinded his personal guaranty.

Published on:

Many times, commercial contracts are very intricate and may span across dozens or hundreds of written pages. Sometimes, though, they span zero written pages, because they’re oral contracts. Oral contracts may be somewhat more challenging to enforce as opposed to written agreements, but they are generally enforceable in Georgia in most situations. Whether yours is an oral contract or a written contract, make sure you have the right Atlanta contract attorney by your side when it comes time to go to court to seek enforcement of that agreement.

Sometimes, oral contract disputes and enforcement actions can involve substantial damages in the millions of dollars. That was the case recently for music and TV star Kelly Clarkson. According to a September Deadline article, Clarkson and her management company reached an oral agreement in 2007, in which the agency would help Clarkson find professional opportunities and Clarkson would pay the agency commissions. More than a decade into the deal, a dispute arose regarding commissions Clarkson owed the management firm. Deadline reported that the firm, in its lawsuit, asserted that Clarkson owed it more than $1.4 million and would eventually owe an additional $4 million in estimated commissions.

The agency is litigating the Clarkson case in Los Angeles County, but this case may reasonably lead you to ask… what about my business relationships in Georgia and what happens if someone asserts the existence of an oral contract?

Continue reading →

Published on:

There are many “battles” that must be won in order to achieve a successful result in your commercial litigation action. Sometimes they may involve getting a desired piece of your evidence on the record or stopping an unqualified expert witness from testifying for your opponent. Sometimes, the battle may be something as basic as contesting your case in the court venue and jurisdiction you prefer. As you pursue a beneficial outcome, it helps to have Georgia commercial litigation counsel on your side who are experienced in fighting all of these types of battles.

One example of this was a plaintiff who had to fight to keep its lawsuit in Georgia state court. The plaintiff that filed the lawsuit in this case was a developer of apartment complexes. The developer financed its projects through loans from the U.S. Department of Housing and Urban Development. To aid it in the acquisition of this funding, the developer contracted with a mortgage services company, which the developer retained to assist with the HUD loan process. In exchange for its services, the mortgage company received a loan origination fee.

Eventually, the relationship deteriorated, and the developer brought its claims against the mortgage company and others. It accused the mortgage company of breaching the parties’ contract, committing fraud, and violating Georgia’s Racketeer Influenced and Corrupt Organizations (RICO) law.

Published on:

Many people, when negotiating a commercial contract, may tend to focus on the larger items within the agreement. In any commercial agreement, though, it is important to make sure that both the large and the small provisions have received careful scrutiny. An experienced Georgia business attorney can help you ensure that any contract you sign has all of the clauses you require and none of the provisions that would harm your position. Even the most seemingly rote of clauses can be profoundly important, as seen in one federal case from this year in which the outcome turned upon the parties’ inclusion of a “choice of law” provision that required relying upon Kansas law to resolve disputes.

The parties to the agreement that eventually fueled the litigation were a Connecticut LLC and a Kansas-based airplane manufacturer. The parties’ contract called for the manufacturer to sell an aircraft to the Connecticut LLC. Among the contract’s terms was a provision that a wholly owned subsidiary of the manufacturer would manage the jet for the buyer for a period of five years. Another of the terms stated that all contract disputes should be resolved by using the laws of the state of Kansas. When the parties negotiated the deal, the seller indicated that, at the end of the five years, the plane would still be worth 90% of the buyer’s purchase price.

Eventually, the manufacturer decided to sell off the aircraft management business to an outside entity. This took place three years into the five-year term spelled out in the buyer’s contract. The buyer sold the plane, recouping less than 75% of the purchase price. The buyer, displeased with the outcome, sued in federal court in Florida. The buyer contended that the seller had used fraud to induce it to make the jet purchase and had breached the agreement.

Published on:

Before the trial on your breach of contract claim starts, there is much work that must be done beforehand to make sure your side has all the information, no matter how great or small, that’s needed for success. When it comes time to do that pre-trial work, make sure you have retained the services of an experienced Atlanta commercial litigation attorney. Your knowledgeable legal team will understand that, sometimes, details that may seem insignificant are actually extremely important.

As an example, we can look at this recent case involving a contract dispute between a Forsyth County apartment complex owner and the Gwinnett County contracting firm it hired to do renovation work on its complex in southwest Atlanta.

A lot of contract dispute cases may be decided on resolution of factual matters (“Did the service provider receive payment or not?”) or else resolution of legal questions (“Did the service provider’s misconduct meet all the elements of a breach under Georgia law?”), but some cases — like this one — can be profoundly influenced by details that, to the untrained eye, might seem trivial.

Continue reading →

Published on:

Whenever a party to a contract believes that the other side has failed to perform in accordance with the agreement, the results can be complicated. This is especially true if the law gives one party to the contract immunity from suit in certain situations. This is just one of many potential unique challenges that might emerge in a breach of contract situation. An experienced Georgia contract litigation attorney can help you be prepared for whichever unique challenges occur in your case.

One example of a case involving immunity was an Atlanta contractor’s breach of contract lawsuit related to its construction of a cultural center in the Atlanta area. The contractor signed a contract with Fulton County for the construction of a new “Aviation Community Cultural Center” near the Fulton County Airport. The contract included a time term, dictating that the contractor was required to complete its work within 287 days of the date that the county gave it the green light to start work, or the date work actually began, whichever was first.

The contract did contemplate that the work could take longer. The agreement allowed for what’s called a “change order,” which in this case must be a written document signed by both parties, extending the time for completing the work due to changes in project scope, or the emergence of other delay-inducing issues outside the control of the contractor.

Contact Information