CIVIL LITIGATION

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Commercial Litigation

Partnership Disputes/Shareholder Disputes

In even the most successful of businesses, issues can arise between either partners or between shareholders and directors or management. Often times, complications can come about years after the business has begun and the operating agreement has been signed. Ross & Asmar has extensive business litigation and alternative dispute resolution experience in resolving complex partnership and shareholder disputes. The firm has vast experience litigating a variety of partnership and shareholder claims, including breach of partnership, corporate, and LLC operating agreements; minority shareholder oppression claims (freeze-outs, squeeze-outs); breach of fiduciary duty; and dissolution of business entities.

Tortious Interference

A lawsuit for tortious interference is brought when an individual or business entity causes harm by intentionally 1) disrupting a contractual relationship, for example by preventing one party from delivering goods on time, or 2) harming a business relationship or activity, for example, by spreading lies about a competitor to one of its clients. If your business is being interfered with or one of your economic relationships is being blocked, you may have a claim for tortious interference.

You must prove two elements to win a suit for tortious interference:

  1. A tangible economic impact: in the loss of established customers or suppliers; loss of new prospects; a corresponding decline in present or future revenue or profits; and
  2. A wrongful act: a false representation, defamation (libel or slander), or other intentional act of sabotage or fraud.

Ross & Asmar LLC has extensive experience in litigating and resolving tortious interference claims. We have the ability to assess the likelihood of success of your claim against any client and advise you on the best course of action.

Default on Promissory Note/Debt

Corporate Law

Business Entity Formation – LLC, C-Corp, Etc.

Ross & Asmar LLC advises on all types of business formation. We will work with you to decide which type of business entity is right for your business whether it be a sole proprietorship, partnership, C-Corp. or LLC. We will then draft the appropriate filing documents and submit them to the appropriate Secretary of State. If need be, we will act as the registered agent for your business. We will also draft the appropriate operating documents.

Operating Agreements/Shareholder Agreements/By-laws

An operating agreement or shareholder agreement is an agreement between the members or shareholders of a business entity that govern the entity’s business. Many states require operating/shareholder agreements and they are a must in order to open a bank account or receive debt funding. In addition, the IRS views the absence of an operating agreement as a red flag. Ross & Asmar will make sure your business has a thorough and complete operating agreement that all partners, members or shareholders of the business can agree on.

Buyer/Seller Agreements

Breach of Contract

The rules that govern contracts differ from state to state, but every state has recourse for people and business entities that have been damaged by a party’s breach of contract. The best way to protect your rights in the event you are faced with a breach of contract is to contact a lawyer.

In a breach of contract case, an attorney could help you win an award of money damages or specific performance of a contract term. In certain cases, you might be able to additionally recover reasonable costs and attorney's fees associated with a breach of contract lawsuit. We are equipped to handle the entire process of a breach of contract lawsuit, including all phases of litigation and negotiation.

Defamation, Libel, Slander/Violation of Privacy, Publicity Rights

Ross & Asmar LLC represents plaintiffs and defendants in defamation, slander and libel lawsuits. Ross & Asmar LLC has the expertise to either clear your name or protect your right of free speech.

Ross & Asmar has extensive experience in protecting individuals who have had false statements made about them and receiving monetary damages as a result of defamatory statements.

Trademarks

Trademark Searches

Before registering your trademark, a thorough search must be done in order to determine whether another entity or business in your industry has registered a confusingly similar mark. Ross & Asmar will conduct a thorough trademark search to determine whether there are any other entities using your proposed trademark. If we find a potential conflict, we will then do an assessment to determine whether there is an actual conflict between your proposed trademark and an outstanding mark that could be grounds for trademark infringement. Our attorneys will then advise you on multiple courses of action and deliver the risks of each position. Together we will then decide on what the best course of action is for you.

Trademark Registration

Federal registration of your company's trademark gives it nationwide protection against infringers. Ross & Asmar has extensive experience preparing and filing trademark registrations. We will work with you to determine what classes of goods or services are best for your business to file trademark registrations.

Trademark Litigation

The attorneys at Ross & Asmar are experienced in various areas of trademark litigation. When your trademark is in jeopardy because someone else is using it, we will take the appropriate action. We draft cease and desist letters to infringers, file and draft petitions to cancel if someone has registered the mark you had previously obtained rights in, and also litigate trademark infringement and unfair competition lawsuits.

Securities Litigation

Many of the firm's clients are members of the financial services industry. The firm represents several NASD brokerage firms as well as numerous individual traders and brokers in litigation and arbitrations. The firm also represents hedge funds and investors.

Representative Cases

Securities Litigation – United States District Court, Southern District of New York

Represented public company against allegation of securities fraud.

Breach of Contract – Securities Financing

Represented public company in defense of breach of contract claim involving failure to abide by terms of "PIPE" securities financing.

Breach of Contract – Failure to Pay

Won Judgment for corporate client.

Restrictive Covenant – Won TRO

Won TRO in New York State Supreme Court against broker leaving brokerage firm to join competitor.

NASD Employment Arbitration – "Raiding" Case

Represented NASD member firm against "raiding" claim by competitor after dissatisfied brokerage team left to join new firm. After the TRO (Temporary Restraining Order) was denied, the parties agreed to a settlement permitting the brokerage team to join the new firm.

NASD Employment Arbitraiton – Restrictive Covenant

Represented NASD Associated Person who left his firm to join competing firm. The firm defeated the request for a TRO in New York State Supreme Court.

NYSE Customer Securities Arbitration - Suitability

Recovery against Soloman Smith Barney on behalf of defrauded investors. Investors lost their life savings after broker placed retirement investments in high-risk securities.

NASD Arbitration - Contract

Our firm won a complete victory on behalf of a Wall Street broker/dealer accused of failing to pay.

AAA Arbitration – Valuation

Ross & Asmar has won a large award for its client before the American Arbitration Association. The matter involved the valuation of the diminution of a property as a result of an easement not discovered by title insurance.


The above are just a few of the cases handled by us.

Should you have any questions, please contact Ross & Asmar at (212) 736-4202

Contact Ross and Asmar Today for a Consultation