Arbitration

  • Arbitrated claims concerning fees owed on a software licensing agreement in a clickwrap license including terms of service in a web application involving referrals of borrowers to lenders.
     

  • Arbitrated advertising technology dispute between on an online search company and a customer regarding a change of terms and conditions of use and service leading to advertisements being blocked from the platform.
     

  • Arbitrated two separate payment disputes between solar project development companies and builder/operator solar companies that sell electricity to the local electric utility. These disputes arose from completion and pricing issues in Membership Interest Purchase Agreements in which the builder/operators acquire the solar projects after interconnection agreements have been finalized with the local electric utility.
     

  • Arbitrated a dispute between a customer who alleged that the employees of a communications company allowed hackers to change passwords on a mobile phone and thereafter stole significant assets from a separate cryptocurrency account.
     

  • Arbitrated an intra-corporate dispute among the officers and directors of a technology company, with allegations of breach of fiduciary duty, diversion of profits, excess compensation leading to the loss of valuable technology customers.
     

  • Arbitrated a dispute alleging theft and misuse of trade secrets and confidential information relating to a significant technology customer relationship.
     

  • Arbitrated two separate intra-corporate LLC disputes involving departing members and investment firms challenging restrictive non-compete and non-solicitation covenants and confidentiality clauses in the operating agreements under California Business and Professions Code § 16600. 
     

  • Arbitrated a landlord-tenant commercial lease dispute regarding a cannabis dispensary, where the lease commenced at a time where only medical cannabis use was lawful, and lengthy expensive building improvements were made by the tenant. Eventually adult recreational use was approved by Prop 64 and embodied in a state statute and regulations. When the dispensary was ready to open, the tenant sought mandatory landlord consent to allow sales of adult recreational use cannabis, which was refused. The tenant brought claims for breach of lease, lost profits and damages relating to building improvements it claimed were the responsibility of the landlord, and the landlord brought claims for breach of lease for failing to pay rent during the pandemic and other claims.
     

  • Arbitrated injunctive claims by a franchisor against a former franchisee for criticizing, denigrating, disparaging and making derogatory and negative comments about the franchisor arising from disparaging podcasts, tweets, Facebook posts and other online media.
     

  • Arbitrated a matter between a veterinary services customer and communications services provider based on alleged faulty installation of a fiber optic phone and Internet system and failure to resolve subsequent Internet failures and pay off Claimant’s existing phone system lease as agreed.
     

  • Arbitrated action between the buyer and the seller of a dental products provider arising from an Asset Purchase Agreement against the seller based on misrepresentations, breaches of contract, unjust enrichment and unfair business practices arising from alleged inaccuracies in the seller’s disclosures and financials, and omissions of cash payments to employees for wages, overtime, benefits and commissions as well as wage increases,  leading to overstatements of income and discretionary cash flow. There was a counterclaim by the seller for the unpaid balance of the purchase price and conversion of past due receivables which had not been purchased. 
     

  • Arbitrated two separate disputes between attorneys and their clients based on non-payment of attorneys’ fees and costs arising from prior litigation matters.
     

  • Arbitrated a dispute between a tax client and a tax preparer based on alleged negligence in filing offers in compromise to federal and state tax authorities leading to penalties imposed against the client
     

  • Arbitrated claims brought by a gold and silver investor against an alleged financial advisor for breach of contract and fiduciary duty, negligent misrepresentation, false advertising and investment adviser fraud.

  • Arbitrated claims between an online product seller and an online selling platform for breach of the terms of service agreement and a counterclaim for fraud.

  • Arbitrated two separate matters involving breach of contract claims by personal injury law firms against a firm offering online advertising services and generation of prospective client leads.

  • Arbitrated claims between an online retailer and an online payment processor and a credit card company for allegedly improperly terminating the claimant under the terms of service agreement for alleged improper activity, with a counterclaim for alleged damages caused by the allegedly improper activity.

  • Arbitrated a dispute between a Dealer and a Supplier concerning a channel partner agreement whereby the Dealer would generate solar installation contracts in a defined territory and provide them to the Supplier for installation, in exchange for a commission. The dispute focused on alleged violation of exclusive dealing and non-solicitation agreements by the Dealer leading to the Supplier withholding commissions payable to the Dealer.

  • Arbitrated claims between a franchisor and a franchisee arising from the sale and transfer of its franchises to a transferee, disputes over the amounts owed to the franchisor concerning unpaid royalties and payments for materials, and possible offsets and damages owed to the franchisee resulting from payment calculations and operations issues.

  • Arbitrated claims between a franchisee and a franchisor concerning alleged default and termination and effort by the franchisor to assume the franchisee’s leases and tenant improvements and a forced sale of furniture, fixtures and equipment, and a challenge by the franchisee to non-compete covenants.

  • Arbitrated a claim by members of an LLC against its managing member for alleged breach of the operating agreement, breach of fiduciary duty and unjust enrichment relating to improper payment of personal expenses and failure to pay rent on two store locations, requiring the members to make the LLC rent payments.

  • Arbitrated an action brought by a minority corporate shareholder against the two majority shareholders/directors/executives and the company for alleged breach of contract, accounting and fraud arising from alleged discrepancies in inventory and payments and failing to provide financial statements quarterly as required by a shareholder agreement.

  • Arbitrated an action brought by a minority ownership member of an LLC against the majority ownership managing member for alleged breach of the operating agreement and breach of fiduciary duty relating to alleged financial irregularities and an upcoming sale of the operations.
     

  • Arbitrated six personal injury, contract and construction arbitrations in a mandatory referral program in the Superior Courts.
     

  • Handled a matter where the buyer asserted $30 million claims for fraud, conversion and securities fraud in an arbitration where the buyer had acquired a data entry company through a stock purchase agreement for cash, a holdback payment and an earnout payment. The sellers remained in control of the company during the holdback and earnout periods. Seller made false financial entries, overbilled state and local government customers, and improperly diverted expenses.
     

  • Handled a matter involving an $8 million claim regarding a merger and acquisition transaction involving the sale of a computer software applications services business with a deferred purchase price agreement. The buyer sought rescission of the sale agreement in an arbitration based upon violation of the material adverse change and material adverse effects clauses in the asset purchase agreement and alleged misrepresentations involving projections and damages for alleged breach of non-solicitation agreements contained in the asset purchase agreement and related employment agreements. The seller sought enforcement of the asset purchase agreement and the payment of deferred consideration.
     

  • Handled a $5 million matter relating to a purchase of an information services company using a stock purchase agreement with a cash-down payment and deferred purchase price earnout provision conditioned on achieving certain EBIT targets. During an arbitration, the company established that the seller had created false invoices, engaged in fictitious transactions, made false entries in the company books and records, and made misrepresentations and omissions of material fact, thereby receiving fraudulently inflated overpayments.
     

  • Handled a matter involving a business process outsourcing company in a $5 million arbitration claim against a computer reseller arising from a disputed clawback amount in a stock purchase agreement. The dispute related to the meaning and interpretation of a clause relating to two-year revenue and gross profit projections, as well as whether various projections were objectively and subjectively reasonable.