Can You Fix a Mistake in a Contract after Everyone Signs It?
The answer is – sometimes. A recent case in Connecticut provides an example of how courts can offer a remedy for unilateral and mutual mistakes in a contract by an action for contract reformation. The case was Stamford Property Holdings, LLC v. Dorian Jashari, et al. In the case, a plaintiff lessor sued defendant lessees, […]
Can You Seek Damages if You Lose Business Based on an Opponent’s Conduct During Litigation?
Ordinarily, if someone acts in bad faith, or with malice, and interferes with a contract causing lost profits, a party can potentially bring a claim in court for tortious interference with contractual relations. However, the claim is likely unavailable if the basis for the claim arises from a pending litigation case. For example, assume you […]
You Must Prove Damages With Reasonable Certainty In Business Lawsuits
Determining if you have provable damages is often the first step in analyzing whether to pursue a business lawsuit as a shareholder, partner, or member of a limited liability company. Likewise, if you have been sued as a result of a partnership or shareholder dispute, reviewing the exposure or possible damages you face is an […]
Lost Profit Damages in Connecticut for New Business Ventures
When business lawyers evaluate the merits of bringing a lawsuit, one of the first questions to ask a client should be "what are the damages?" Many times, in business litigation cases, business owners want to seek recovery of lost profits with a very optimistic view of what is recoverable in a case. In such cases, [...]Lost Profits Must Be Reasonably Certain for Breach of Contract Claims
The burden to prove damages is always on the Plaintiff, or the party that brings the lawsuit. Many times I receive calls from prospective clients who believe they have significant amount of damages. However, under Connecticut law damages are only recoverable to the extent that the evidence affords a sufficient basis for estimating their amount […]
Are Breach of Contract Disputes Governed by Terms of Contract Alone?
You might think so, but generally whether the terms alone govern a dispute depends on the language in the contract. When a contractual relationship breaks down, parties that previously agreed to terms of a contract suddenly no longer agree on the meaning of key terms. Many times parties to a contract have evidence that supports […]
Prevention of Performance and Breach of Contract
A recent Connecticut Supreme Court case (Blumberg Associates Worldwide, Inc. v Brown & Brown of CT) addressed the prevention doctrine in breach of contract cases. Under the prevention doctrine if a party to a contract prevents, hinders, or renders impossible the occurrence of a condition precedent to his or her promise to perform, or to […]
Can You Be Personally Responsible When You Sign A Contract As President Of A Corporation?
Ordinarily, the answer is no. However, you must carefully read contract terms before assuming you will not be personally liable for company debts. The Connecticut Supreme Court recently addressed an example where the terms of the contract created personally liability for the president of a company. Yellow Book decisionThe case is Yellow Book Sales v. […]
Parol Evidence Rule Can Sting In Court
Parties to contracts frequently argue over contract terms and the intent behind certain provisions of a contract. However, if the matter goes to court, these arguments can become meaningless if the contract is clear because of the parol evidence rule. A recent appellate court case, Connecticut Bank and Trust Co. v. Munsill-Borden Mansion, LLC, serves to […]
Non-Compete Agreement Tips for Partners, Executives, and Employees
In this post, I continue the discussion about non-compete agreements in Connecticut. This time, I focus on the employee side. Here are 5 things to think about when leaving employment if you have a non-compete agreement. Do not believe water cooler experts. Many employees come to believe what they hear at the water cooler […]