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Lucy, Esq.
Lucy, Esq., Attorney
Category: Business Law
Satisfied Customers: 27692
Experience:  Attorney
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I am a wedding decorator. Client (groom) signed a contract

Customer Question

I am a wedding decorator. Client (groom) signed a contract on 10/26/2016 and paid a retainer to secure the date of Nov 25th, 2016. Yesterday, they called that the venue won't allow us to decorate in the building. Now they are asking for a refund based on the venue not allowing us to decorate. Wehave decorated many weddings at this venue.
I was recently told by another vendor the bride's mothers friends is also a decorator (my competitor) and she wants to take decorate the wedding and the client using the venue as an excuse to get the refund back because on 10/29/16 bride called asking to cancel contract because the mother of bride had already contacted the friend decorator. The groom provided me with a list of vendors signed by the venue 11/10/2016 where is says my company is not allowed. We never had any issue at the venue doing decorations.Background info:
Just spoke to the venue manager she has the issue is: I own two companies F&A Entertainment (organizes community family festivals) and Fatima Floral Wedding and Events (event decorations). In 2015 F&A has an event at the venue and it over flow the building and the streets due to the popularity of the event. It caused the event to shut down. So F&A events is not allowed to due such events at the venue which I found out today the venue didn't send anything in writing. Another company was allowed to do same event in 2016.The manager said we are not allowed in the building but that is F&A is not allowed but, Fatima Floral Wedding & Events is a different company same owner and providing decoration services to the venue customer.1. Why are the banning Fatima Floral?
2. Can they ban the Fatima Floral Decoration based on F&A ban? When the nature of business is completely different?
3. Will I need to refund?The retainer is non-refundable. I have the following language in the agreement they signed.4. Postponement/Date Changes. In the event the client postpones or changes the event date, every effort will
be made by Fatima Floral Weddings & Events to support the new date. The client agrees that in the event of a date change or postponement, any expenses including but not limited to retainers and fees that are non- refundable and non-transferable are the sole responsibility of the client. Changes are subject to availability of equipment.
5. Cancellation. Once we have a ratified contract, Fatima Floral Weddings & Events refuses business from other inquiries made about your date. Therefore, in the event of a cancellation or a decision to no longer use Fatima Floral Weddings & Events as your wedding coordinator/planner or decorator all payments made to date are non-refundable if we have not been able to rebook your date for an event with a similar contract amount.
Submitted: 30 days ago.
Category: Business Law
Expert:  Lucy, Esq. replied 30 days ago.

Hi,

I'm Lucy, and I'd be happy to answer your questions today. I'm sorry to hear that this happened.

1. I'm afraid you'd have to ask them that. There's no way for a third party to know.

2. Yes, they can. A business owner has a right to refuse to do business with anyone they like, as long as the refusal isn't based on illegal discrimination. From what you're saying that doesn't appear to be the case - but if it was, your recourse would then to be go after the venue.

3. Unfortunately, yes. You signed a contract with the bride and groom believing that you would be allowed to enter the venue and provide the service they were paying for. This is considered a mutual mistake of fact - had all the parties known about this before signing the agreement, you wouldn't have done it. In this scenario, the contract fails because it cannot be performed, and the law says that the parties have to be put in the same position they'd be in if the contract had never been signed. That unfortunately means that you have to refund the deposit. The non-refundable language in the contract does not control, because you physically cannot provide the services you agreed to. That language protects you when someone cancels for no reason, but it's doesn't allow you to keep payment when you don't provide any services.

If you can prove that the bride changed her mind and colluded with the venue to get you banned just so they wouldn't have to pay you, that would be a different story. But based solely on the information you've provided, you do not have a legal right to keep the deposit. I'm sorry.

I apologize that this was probably not the Answer you were hoping to receive. However, it would be unfair to you and unprofessional of me were I to provide you with anything less than truthful and honest information. I hope you understand. Please rate my answer positively to ensure I am paid for the time I spent answering your question. If you are on a mobile device, you may need to scroll to the right. Thank you.

Good luck.

Customer: replied 30 days ago.
I have text message where they wanted to cancel then decide to continue with the contract.
Expert:  Lucy, Esq. replied 30 days ago.

That's only going to help if you can prove that they got the venue to blacklist you to avoid paying. Talk to people at the venue. If they changed their minds, then found out you weren't allowed on the premises, they still get a refund.

Customer: replied 30 days ago.
Okay. I understand. But the reason she gave for ban is what happen with F&A. This doesn't make sense to me patners of company f&a and fatima floral are different. We have had weddings after the F& A situation at the venue. Bringing in the other decorator and getting me banned seems like this are discriminating me.
Expert:  Lucy, Esq. replied 30 days ago.

They're choosing not to do business with your company because of a shared owner they've had an issue with in the past (according to them). That's legal. It wouldn't be legal if they banned you from working there because of your race, gender, ethnicity, religion, or sexual orientation. Outside those categories that target marginalized groups, the First Amendment's right of free association lets them choose who they do or do not want to do business with.

Again, though, that's a separate issue. You could sue the venue if you could prove that they intentionally interfered with your contract and are costing you money because of illegal discrimination. But you'd still have to refund the bride and groom's deposit.

Customer: replied 29 days ago.
Thank you for more detail. I am talking with the venue. If they don't solve the issue. How can they give their client a letter with my name on it. Fatima Floral not allowed. Instead of putting the client will need to bring in approved decorator. I have been in this business for past 15 years and by giving this letter the venue is damaging my business because the other decorator now as copy of this letter. F&A partner that split up opened his own company was allowed in the venue even though they were also a shared holder. The venue is directly targeting my Decoration business.
Expert:  Lucy, Esq. replied 29 days ago.

There is nothing in the law that prevents them from sharing that they've done business with someone in the past and prefer not to do so again. It's free speech. That's how sites like Yelp are allowed to exist. And, again, they have a right to choose who is and is not allowed on the premises. Yes, it might be a better business practice if they had a list of "Preferred" vendor rather than prohibited ones. But that doesn't make it illegal.

There is a tort for intentional interference with business, which is what happens when someone unreasonably and without justification causes another person to break a contract with a third party. If you can prove that the venue had no legitimate reason for banning your company from the premises, you can sue them for the profit you would have made from the job.

I was just about to sign off for a few hours. If you have more questions, I'm happy to answer them when I return. Please rate my answer positively to ensure I get credit for the time I spend helping. If you are on a mobile device, you may need to scroll to the right. Thank you.

Customer: replied 29 days ago.
I attached the letter.
Customer: replied 29 days ago.
Sharing owner what I mean is why the venue let the owner do business and they are banning me. when we were in the same company
Expert:  Lucy, Esq. replied 29 days ago.

There's nothing illegal about that letter. They don't have to let you in the building. It doesn't even matter what their reasons are. Legally, people get to pick who they want to associate/do business with. It's in the First Amendment. The only exception is if you could prove that their actions were racially motivated, and you haven't said anything to make me think that. There's also no evidence that they implemented this policy solely to make you lose money from your contract.

In court, the suing party has to be able to prove that the other party legally wronged them. Based on what you've said, I'm sorry, but that did not happen. You are welcome to seek other evidence, but if you file a lawsuit based on nothing but that letter, you will not be able to get a judgment.

Again, I'm sorry. The law doesn't always provide people with the recourse they want, and sometimes the legal outcome isn't the same as the fair one. But I have an obligation to be honest to you about what your rights are, and I simply cannot tell you what you want to hear consistent with my oath as an attorney. Sometimes, things go wrong, and there's not always a legal recourse. This is one of those situations.

Expert:  Lucy, Esq. replied 27 days ago.

Did you have any other questions about this?

Customer: replied 27 days ago.
Okay. I will like to know what are my options, can i proof intentional interference with business?
Expert:  Lucy, Esq. replied 27 days ago.

That's going to require some research on your part. You need to prove that the venue knew you had this contract, had no reason at all for not wanting you on the premises, and banned you solely to make the bride break her contract with you. The fact that they've had issues with another company with the same owner makes that difficult. You can try talking to employees, seeking more information. A local attorney might be able to help you subpoena any communications between the parties. If you went to court with no evidence other than what you've told me, it is unlikely that you'd be able to meet your burden of proof.

So, you can do additional research, which might mean hiring a lawyer or investigator to help, or you can start looking for another client to help you make up the money you're losing on this deal.

Please rate my answer positively to ensure I get credit for the time I spend helping. If you are on a mobile device, you may need to scroll to the right. Thank you.

Customer: replied 27 days ago.
Can I subcontract the agreement and the client the same service?
Expert:  Lucy, Esq. replied 27 days ago.

If the other company was going to have all contact with the venue and do the on-site work, yes, you could. But since the bride has already informed you of her intent to cancel based on impossibility of performance, you wouldn't be able to require her to proceed if she's hired another company.