Business and Commercial Litigation

Disputes in business are inevitable. Fortunately, most disputes can be resolved outside of court. The Law Offices of Daniel A. Singer PLLC has been very successful at disposing of matters without seeking judicial intervention. Sometimes, however, litigation becomes necessary and in such instances you can rely on the experience and expertise of our firm to guide you through the process so as to provide you with best opportunity to achieve the desired objectives. We represent both plaintiffs and defendants in all forms of business disputes in New York. Examples of some include the following:

A contract is a legally binding agreement between two or more parties. Sometimes disputes arise regarding the understanding of the terms of the contract and/or the performance of the terms of the contract. To allege a claim for breach of contract, a plaintiff must assert that there exists a valid contract, that the defendant breached the contract, that the plaintiff performed under the contract, and that plaintiff has been damaged as a result of such breach. While a defendant can set forth any number of defenses to a breach of contract action, some examples of possible defenses under New York law include alleging that the contract was executed under duress, that there has been an accord and satisfaction, that performance of the contract is impossible, and/or that the contract itself is unconscionable.

Even when there is no binding contract between the parties, recovery may still be possible in New York courts under a variety of legal theories. One such theory is known as promissory estoppel, which is the enforcement of a promise in order to avoid injustice. The essential elements of a claim for promissory estoppel are that the plaintiff made an unambiguous promise to the defendant, that the defendant should have reasonably expected that the plaintiff would change its position based on that promise, that the plaintiff did in fact change its position based on such promise, that when the plaintiff changed its position it was justifiably relying on defendant’s promise, and that enforcement of the promise is necessary to avoid injustice.

A fiduciary relationship is a relationship under which one person is under the duty to act for the benefit of another within the scope of that relationship. Examples of fiduciary obligations include the obligations which business partners owe to each other, the duty of officers and directors of a corporation to perform for the benefit of the corporation and its shareholders, and the duty that an agent owes it principal. The essential elements of claims for a breach fiduciary of duty are the existence of a fiduciary relationship between the plaintiff and defendant, that the defendant advanced his or her own interests to the detriment of plaintiff, that plaintiff was damaged as a result of defendant’s conduct, and that defendant’s breach of his or her fiduciary duty was the proximate cause of plaintiff’s damages. Possible defenses to a claim for breach of fiduciary duty under New York law include, by mere example, the absence of a fiduciary relationship between the plaintiff and defendant and the expiration of the statute of limitations for asserting such a claim.

Simply put, a claim for tortious interference with contractual relations involves one where the defendant is alleged to have procured a breach of a contract between plaintiff and a third party without justification. Possible defenses which might be asserted against a claim for tortious interference with contractual relations include, by mere example, the absence of a contract between plaintiff and a third party or that procurement of such breach was justified because of a superior or equal right to the plaintiff’s interest in the subject contract.

Unfortunately, fraud does occur in business. The essential elements of a claim for fraud under New York law include that the defendant made a false representation while claiming it to be a statement of fact, that the defendant knew that the statement was untrue at the time it was made (or was negligent in making the statement), that it was set forth for the purpose of having the plaintiff act upon it, and that the plaintiff did in fact act on it to its detriment. Possible defenses to claims for fraud include that the plaintiff was not justified in relying on the false statement and/or that the claim for fraud is duplicative of an already asserted claim for breach of contract.

Many businesses have rights to certain intellectual property. Common examples include trademarks, which are words, phrases, logos, or other graphic symbols used by a business to distinguish its product from those of another; copyrights, which are names in an original work of authorship such as photographic, artistic, or literary work; and trade names, or the name under which a company operate which distinguishes it from another business. When another business interferes with one’s rights to such intellectual property, it may be possible to assert a claim for infringement. Possible defenses which a defendant might assert for infringement include claims that plaintiff does not have exclusive rights to such property and/or that defendant’s rights are superior to those asserted by plaintiff.

Similarly, when a competitor behaves dishonestly, such as by imitating one’s product or aspects of one’s product, it may be possible to assert a claim for unfair competition.

Please contact us today to discuss your business and commercial litigation matter.