In today’s complex and demanding business environment, the outcome of a contract dispute can impact the survival of a company or business unit.
Olshan’s Contract litigation attorneys regularly handle high-stakes matters involving contracts of great significance to our business and trading clients. We have won “bet the company” contract disputes at trial both on the plaintiff and defense side. However, in most instances we are able to resolve the dispute by motion or settle on favorable terms.
Three of our partners have literally “written the book” on contract litigation, having authored the definitive New York Commercial Litigation Guide, which contains five chapters dedicated to contract litigation.
Contract Litigation Experience
Every year we successfully litigate, settle, or try numerous domestic and international contract disputes in a variety of fields, including trading, finance, entertainment and media, technology, software, real estate, construction, sports, manufacturing, consulting, medical/dental, and biotechnology. The contracts at the center of these disputes have involved:
- Supplies and suppliers, including quality of goods and timeliness of delivery
- Equipment and other leasing
- Real estate
- Licensing, including geographic limitations and performance
- Franchise disputes
- Merchant and credit card processing
- Rights of first refusal
- Revenue provisions
- Trading contracts, including ISDA forms
- Software and gaming development
- Shareholder issues
- Partnerships and LLCs
- Employment matters
- Non-solicitation and non-competition
- Commercial notes and debentures
- Bank and brokerage customers
- Implied agreements from exchange of forms or delivery of invoices
It is not uncommon for two parties to read a contract, and thus interpret their respective obligations and responsibilities, differently. Contract law requires that one begin with a plain reading of the contract, then apply a series of technical and sometimes obscure rules of interpretation and construction. Our Contract Litigation Attorneys have successfully utilized these rules time and again on behalf of our clients.
Our Strategic Approach
Our approach typically begins with an early case assessment, which includes a preliminary review of the contract, preliminary legal research, and fact gathering. The latter includes interviewing the business principals who negotiated the agreement and/or who are responsible for its daily administration, and working with the client to obtain key documents, including relevant correspondence and emails.
We also review “the back end” of the contract for any important provisions that may affect legal strategy, including whether the parties have chosen the law and/or forum that will apply, if a dispute will go to mediation, arbitration or court, whether the prevailing party is entitled to attorneys’ fees, and if any remedies are provided for in the agreement.
We are highly skilled in obtaining the information we need to efficiently resolve cases without causing undue interruption to our clients’ businesses. With their long-term business goals firmly in mind, our litigation attorneys provide clients with key advice on continuing their business operations while litigation is pending. In some cases, we may negotiate resolutions and advise our clients in mediation. However if and when it’s necessary, we successfully litigate matters fully through trial and beyond.
Pre-Litigation and Risk Management
Given our extensive experience with contract litigation, and sometimes in conjunction with other groups from the firm, we are asked to review contracts as part of the clients’ litigation assessment or risk management, or prior to contract negotiations or renewals in order to improve our clients’ contractual rights.
- Won a temporary restraining order in New York state court to block the imminent termination of a $50 million hotel franchise and prevent default on a $35 million mortgage.
- Won an injunction and a $44 million verdict for a breach of manufacturing and supply contract in a three-week jury trial for a privately owned endodontic supply company.
- Won a complete and unanimous defense verdict for a publicly traded biotechnology client on claims arising from the acquisition of a foreign company after a two-week jury trial in which the plaintiff received nothing and the firm obtained a judgment against the plaintiff for a portion of its clients' fees.
- Won a preliminary injunction and $9 million settlement for two investors and directors after a year of litigation.
- Won a decisive defense award for a bulge-bracket investment bank after a three-day arbitration involving a disputed agreement over a bond valued at $6 million.
- Successfully litigated and settled a bet-the-company litigation involving a license to a famous brand on behalf of a software gaming company.
- Successfully sued and settled more than 10 litigations cumulatively involving eight figures in damages for a publicly traded company that owned and licensed famous entertainment assets. Defendants were software developers, garment makers, handset and joystick manufacturers, a racing association, an amusement park, and manufacturers.
- Won judgment, after trial, in favor of a national banking institution against a municipality related to a dispute under a municipal leasing agreement.
- Won appellate reversal and favorable settlement for a New York area restaurant franchisee in a dispute regarding a lease and the landlord’s limited liability company agreement.
- Won favorable arbitration decision for housewares and lifestyle branding company in dispute regarding a very well known kitchen apparel license.
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