At the Elderkin Law Firm in Erie, PA we recognize that our business clients operate in what has become a global economy. The issues that face every business, from sole proprietorships run by one individual to huge multinational corporations, constantly change and affect how business is done in the twenty-first century.
Our Commercial Litigation group represents business clients in everything from informal third-party negotiations through arbitration to complex federal court litigation. We also have the resources and ability to coordinate legal representation across the country for our clients. We have represented business clients in such diverse areas as contract actions, shareholder disputes, partnership disputes and dissolutions, construction contracts, unfair trade practice litigation, and, with members of our Labor and Employment practice group, the enforcement or defense of non-compete agreements.
Our client base ranges from companies with hundreds of employees in multiple locations to companies with only a few employees. We realize the importance of delivering practical advice on a timely basis and we understand that most companies need to respond to situations as they arise, not days or weeks later.
"Commercial litigation" is just a way of referring to the kinds of lawsuits that affect businesses. The subject matter of such lawsuits often includes contract disputes, debt collection, trade secrets, personnel matters, discrimination claims and similar topics. If a dispute has ripened into a lawsuit, and it involves a business, it is commercial litigation.
What should I do if I am involved in a commercial litigation dispute?
The first thing to do in any kind of dispute is talk to a lawyer to see what your rights and remedies are. Your lawyer can listen to you and to walk you through the options you have, either to enforce your rights or to defend against those who are threatening to bring a claim against you.
Who decides a case in commercial litigation?
Depending upon the subject of the dispute, you case may end up in one of a number of tribunals. Most cases are brought to the trial courts of general jurisdiction, either state (the Court of Common Pleas) or federal (the District Court), depending upon the amount in controversy, the citizenship of the parties and, sometimes, the subject matter of the lawsuit. Some cases involving regulated activities are referred to administrative courts or tribunals, such as the Workers' Compensation Board, the National Labor Relations Board, the Unemployment Compensation Hearing Board or others. Depending upon where your case is heard, it may be decided by a jury, a judge or a specialized referee or administrative law judge. Your lawyer will be able to answer specific questions about the tribunal in which your case will be decided, and the procedures involved in bringing the your matter from start to conclusion.
What should I do when a customer of mine stops paying their bills?
Over 30 years of practice we've learned that although businesses involve economics, they're about relationships, and a lawsuit, and this is odd coming from a lawyer, is probably the last resort you want to rely on. That person has stopped paying that bill for some reason, and so the first advice, oftentimes, is to get in touch with the customer and find out what happened—why aren't they paying? Are they dissatisfied? In the long run, you want to maintain that customer relationship, and if there's something you've done that needs to be corrected, and it's a small thing and it makes them happy again, you've just saved yourself a customer and probably a long term source of benefit and relationship for your firm. Sometimes a customer can't pay the bill because of economic circumstances. It might be something that's cyclical and they just need help at the present time. They're embarrassed at the fact that they can't pay your full bill and so they just, sort of, disappear. Sometimes you can work out an arrangement so that they understand that you understand that businesses are cyclical and if they can start making payments on a certain level that's comfortable for them, pretty soon they'll be paid up and you will have saved yourself that relationship. Now sometimes the relationship aren't worth saving because the customer is a bad customer, and will never be able to pay or doesn't want to honor its obligations and in that case maybe we have to move to a different level and decide to bring a claim against that person, but believe it or not, even as litigators we lawyers are most often involved in relational matters between our clients and the people they have their disputes with.
If a key supplier is threatening to stop deliveries and sue, what should I do?
Your supplier is a party that you have a relationship with and the most important thing is to understand why that supplier is threatening to stop providing you with their services. In many cases, a contact to find out what's going on and why this relationship is being disrupted, is the most important thing. Sometimes that's something that can be corrected and sometimes it's not. In some circumstances, if you can't work out the relationship with that supplier and you have a contract with them for them to continue supplying, sometimes the law can enter in and give you extraordinary remedies, meaning that the court could order them to continue providing those goods or services to you, although that's an extraordinary remedy, typically courts are involved in the business of picking up the pieces after something bad has happened, so usually the remedy of the court is the payment of monetary damages for the losses that you sustained because they did not honor that contract, for example.
What is a breach of contract?
A breach of contract is a fancy lawyer term for simply not honoring your obligation to another person. A contract can simply be thought of as an agreement between two or more parties about what the future will look like. You both have an objective in mind that you want to bring about, and each of you has pledged to the other that you'll do something to accomplish that result, and that's a contract. It's forward looking; it's looking forward to what you'll have to do in the future, and what each of you will do to bring that about. A breach of contract is when someone fails to do their part of that bargain, and it results in a harm of some kind to the other party. A breach is simply someone failing to honor their obligations that they had made to another party about what they'll do in the future.
If there is a breach of contract, what damages can I recover?
The short answer to that question is pretty much any losses that resulted from the breach. Lawyers talk about the expectation interest, and what we mean by that is, what did you expect to happen? What was that goal that both parties were looking forward to? And when one party breaches, the other party is entitled to damages or money representing the cost of securing someone else to perform on behalf of the person who breached to reach the result that they had agreed they'd reach together. So, if you were to truck my product to point be and you're not able to do that or you breach your contract to do that, I can go out and hire trucking company ABC to do it for me, and whatever it cost me for their substitute performance, because you didn't do it, that would be my element of damages against the party that breached. Those are called compensatory damages. Sometimes there are other extraordinary damages, depending on the circumstances, that could also be imposed to satisfy other interests, and so every cases has to turn over its own facts, and we have to look very carefully at what exactly happened, how did it happen, what was the intent of the parties when it happened, and how did it impact you and your business, and taking all of those sorts of things into consideration, we fashion an appropriate claim so that all of your expectation interests, all of your losses, will be recovered.
Is it possible to dissolve a partnership without serious financial losses?
A partnership or a corporation is just like any other relationship; they all come to an end at some point, either naturally or unnaturally. Sometimes a business relationship simply has run its course and everyone recognizes that it's now time to move in a different direction, and oftentimes that can be done through a cooperative effort of the parties. For them, as in any other contract, to look forward to how they want to see them move in separate directions, and coming up with a document that expresses everyone's intentions in that regard. Sometimes, as in the case of a divorce, it can be messy. There might be hard feelings between people and the feeling that one party or another hasn't been treated fairly, and so in some cases it's just not such a pretty picture, and it's much more complicated to get to a resolution of that partnership. Generally, partnerships, or businesses, or corporations that take that second path incur more damages because they spend more time and effort on the transactional costs associated with resolving their dispute. Whereas, when it's done in an amicable fashion, you spend less time on those kind of things.