Under Florida law, an underlying fraud can expose third parties to liability for the fraud. As Florida’s Second District Court of Appeal explained in Ramel v. Chasebrook Construction Co., 135 So.2d 876 (Fla. 2d DCA 1962), an underlying fraud exists when the defendant makes a false statement concerning a material fact,…
Florida Business Litigation Lawyer Blog
MIAMI BUSINESS LITIGATION: POACHING CUSTOMERS WHEN THERE IS NO NON-COMPETE AGREEMENT
Florida’s non-compete statute, Section 542.335, Florida Statutes, accords broad protection in favor of a business seeking to prevent former employees from competing with the business via goodwill with customers with whom the former employee dealt during his employment. In this regard, section 542.335(1)(b)(3) expressly considers a “legitimate business interest” to…
FORT LAUDERDALE BUSINESS LITIGATION: TRADE SECRET MISAPPROPRIATION WITH DERIVATIVE PRODUCT
The plaintiff in a trade secret misappropriation case must prove it has a trade secret and the defendant misappropriated the trade secret. Humphreys & Associates, Inc. v. Cressman, 2015 WL 12698428 (C.D. Cal. Aug. 31, 2015) (“To succeed on a claim of trade secret misappropriation, the plaintiff must establish that…
MIAMI BUSINESS LITIGATION: DAMAGES FOR WILLFUL AND MALICIOUS MISAPPROPRIATION OF TRADE SECRETS
The Defend Trade Secrets Act (DTSA), 18 U.S.C. section 1836, is the federal statute that provides a cause of action for misappropriation of trade secrets. Under DTSA, “a court may” award (1) “damages for actual loss caused by the misapropriation of the trade secret,” (2) “damages for any unjust enrichment…
MIAMI BUSINESS LITIGATION: JOINT VENTURE AGREEMENTS
Businesses often work together to achieve common goals. In these cases, businesses can unwittingly expose themselves to each other’s liabilities through the creation of a joint venture. A “joint venture” is broadly defined as the formation of a relationship between two parties for purposes of generating profit. Haley v. C.I.R.,…
FORT LAUDERDALE BUSINESS LITIGATION: NON-COMPETE AGREEMENTS AND THE LEGAL DOCTRINE OF THE “BLUE-PENCIL”
The plain terms of a contract control the parties’ course of conduct for all matters subject to that contract’s terms. See Maher v. Schumacher, 605 So.2d 481 (Fla. 3d DCA 1992) (holding that the plain meaning of the contractual language used by the parties controls). The Court is prohibited from…
MIAMI BUSINESS LITIGATION: DAMAGES IN TRADE SECRETS LITIGATION
Someone misappropriated your trade secrets and you can prove it. But how were you damaged? This is an important question you must ask before commencing a lawsuit because the answer could influence a significant portion of your litigation strategy. Below we provide insights into some of the categories of damages…
FORT LAUDERDALE BUSINESS LITIGATION: NON-COMPETE AGREEMENTS AND CHOICE OF LAW PROVISIONS
Corporations routinely require their employees to enter restrictive covenants (including non-solicition and non-compete agreements) protecting the business from unfair competition. However, employees often live and reside in states that are different from the company’s place of incorporation and principal place of business. This trend has grown in recent years as…
MIAMI BUSINESS LITIGATION: STATUTE OF LIMITATIONS OF NON-COMPETE CLAIMS IN ARBITRATION
Florida Statutes Section 95.11(2)(b) states in pertinent part that, “[a] legal action on an action on a contract, obligation, or liability founded on a written instrument” is five years. This statute of limitations governs breach of written contracts in business litigation. Florida law imposes a type of “statute of frauds”…
FORT LAUDERDALE BUSINESS LITIGATION: STATUTE OF LIMITATIONS AND EQUITABLE TOLLING
Time is not always on your side because the law imposes many deadlines. Some can be moved or extended. Others cannot. The statute of limitations is one deadline that cannot be moved or extended as a general matter because it is fixed by the state legislature. Most, if not all,…