Partnership and Business Law

Bose Law Firm attorneys routinely litigate complex contract-related actions for both plaintiff and defendants. Contract disputes frequently involve business tort claims, such as intentional interference with contract, breach of fiduciary duty, fraud, negligent misrepresentation, unfair competition, and infringement of intellectual property rights.

The Firm has a wide-ranging practice in business litigation. This diverse contract and business tort litigation practice includes the representation of clients including financial institutions, technology firms, investment advisers, broker-dealers, real estate concerns, partnerships, close corporations and individuals. Firm attorneys have extensive experience in partnership and corporate dissolutions, and the numerous contract, tort and valuation disputes that these cases generate. Without mention, Bose attorneys are well versed in adversary proceedings in Bankruptcy Court.

In contract and business tort disputes, a key question is the remedies that are available and how quickly they can be obtained. Factors to consider include the availability of (and advisability of seeking) injunctive relief, the extent to which consequential damages can be proven, whether the broader range of tort remedies may be available and the possibility of recovering attorneys’ fees. We not only provide our best advice and litigation skills to evaluating and pursuing all available remedies in the case at hand, but consider and address our client’s overall business and personal goals.

From initial consultation through the appellate process, our litigation experience informs our role as counselors and trusted advocates. We know that litigation is not always the preferred alternative, and when appropriate, we counsel our clients to seek a business resolution, whether through informal negotiation or a more formal alternative dispute resolution practice. Circumstances sometimes dictate a more aggressive approach, however, and we have the trial and appellate experience necessary to take a case to trial, and beyond.

Fraudulent misrepresentation, known also as fraud or deceit, protects economic interests and the right to fair and honest treatment. For a fraud claim, a plaintiff must establish that the defendant intentionally misrepresented a material fact and the plaintiff relied on and was harmed by the misrepresentation. For example, if a business submits materially misleading financial statements to a bank in an attempt to secure a loan and the bank, relying on such statements, lends money to the business, the bank will have a fraud claim against the business if the business later defaults on the loan. A fraud claim may also arise from the failure to disclose a material fact if a defendant owed a duty to speak on account of a special relationship. For example, a financial advisor representing both a buyer and seller of real property may be liable for fraud if he knows that the property contains toxic chemicals and fails to tell this to the buyer.

The tort of interference with contractual relations permits a plaintiff to recover damages based upon a claim that a defendant interfered with the plaintiff's contractual relations. The elements of an intentional interference with contractual relations claim are (1) a valid contract between plaintiff and a third party; (2) defendant's knowledge of this contract; (3) defendant's intentional acts designed to induce a breach or disruption of the contractual relationship; (4) actual breach or disruption of the contractual relationship; and (5) resulting damage.

To be considered tortious, a defendant's actions must substantially exceed fair competition and free expression, such as persuading a bank not to lend a competitor any more money.

The tort of interference with prospective business advantage protects economic interests that have not yet been formalized into contract. The elements of that tort are (1) an economic relationship between the plaintiff and some third person containing the probability of future economic benefit to the plaintiff, (2) defendant's knowledge of the existence of the relationship, (3) defendant's intentional acts designed to disrupt the relationship, (4) actual disruption of the relationship, and (5) damages to the plaintiff proximately caused by the acts of the defendant.