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Law Educator, Esq.
Law Educator, Esq., Attorney
Category: Business Law
Satisfied Customers: 116780
Experience:  All corporate law, including non-profits and charitable fraternal organizations.
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1) I have been doing business with a co. for 7 yrs. Current

Resolved Question:

1) I have been doing business with a co. for 7 yrs. Current contract in place 2 yrs and expires 4-28-10. For the 7 yrs, the co. had 2 locations that were contracted to be cleaned. On 12-12-08, other location ceased business. It was no longer getting cleaned however, I continued to bill for the cleaning of the location because it was tied into the current contract that had not expired. The contract clause stated any changes to it must be in writing with 60 days notice prior to the change taking effect. No communication was received to alter contract rate 2) On 12-05-09, I received notice from the co. stating they realized I had been billing them for cleaning the other location. They did not agree. We came to an amicable resolution to the (contract) dispute. I have been waiting to receive written confirmation of that. 3) 3-30-10 I received letter from atty demanding payment by 4-10.10. I am in the dark as to why. If i fail to repay by date, what are the ramifications?
Submitted: 7 years ago.
Category: Business Law
Expert:  Law Educator, Esq. replied 7 years ago.
If they did not abide by the contract terms and provide you 60 days written notice, then this is your defense as they are bound to the contract they signed. Thus, you will need to write a letter to the attorney now, with a copy of the contract and highlight that term. You need to explain to the attorney that had his client followed the terms specified in the contract they would not be in this situation now. In the letter, make sure you put at the top in bold underlined text that the letter is for settlement purposes only and cannot be used for any purpose other than for settlement and all of the representations made in the letter are solely for the purposes of settlement and are not intended as admissions to any conduct. Then you also need to explain your "amicable resolution" that you reached with their client that the client was supposed to confirm to you in writing and failed to do. Tell the attorney that (if you want to still abide by those terms of the agreement you reached) if his client will send you the written confirmation of that settlement offer with the reimbursement terms agreed upon (or you can write up the settlement agreement on those terms and ask him to have his client sign it and return it to you) that you would be glad to honor that settlement. Tell the attorney that if not, his client was in breach of the contract for failing to provide written notice and as such would be estopped from claiming reimbursement damages because they failed to follow the terms of the written contract and any damages they suffered were their fault.

You can write the letter or you can have your company attorney write the letter. If the attorney does not accept this, then they will file suit and you will need an attorney to represent your company because you cannot do so as it would be considered the unauthorized practice of law.

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Customer: replied 7 years ago.
Thank you so much for your indepth response. I am curious to know, however, if due to having previous communication with the company and coming to an agreement, is an admission of guilt. I already tried to tell the company that they were in breach of contract terms and that they should be held accountable for the overpayment. They told me that the lack of notification from them in regards XXXXX XXXXX contracted rate did not give me the right to continue to bill for services not performed. In addition, I have had email contact with the atty, forwarded him a copy of email communication with the company accepting a repayment schedule and he responded that the company's stand remains the same as he stated in certified letter. Pay up or else. Is this criminal or civil in nature? I am afraid of criminal charges and more importantly, very bad publicity for my business. It could ruin me completely !!! What would make them back out of an amicable agreement and turn to legal counsel????? Please advise.
Expert:  Law Educator, Esq. replied 7 years ago.
No, it is not an admission of guilt, it was negotiation for purpose of settlement which under the rules of evidence could not be introduced in court if they sue you. This is civil in nature, not criminal. You had a contract and they failed to follow it, if the contract allowed you to charge, you did nothing wrong since they failed to provide you the 60 day notice. If this attorney will not budge, then it is time to get your company attorney involved with this matter.
Customer: replied 7 years ago.
Thank you, again. One last thing and I will not bother you anymore. How public is something like this permitted to become? Even the hint of wrongdoing could ruin my chances of obtaining new clients and be detrimental to my business. To put it frankly, is my name and the name of my company going to go through slander ? That was my purpose for agreeing to an amicable settlement in the first place. To eliminate that very thing from happening.
Expert:  Law Educator, Esq. replied 7 years ago.
The filing of the suit in court would be a public record, but as far as it getting out into the media, companies are sued all the time and the public never hears about it. In most of these cases, unless someone goes to check court records before engaging your business, they would never know about it. Also, if settlement is reached part of your position would be that the settlement would be confidential and have a confidentiality agreement attached to it to prevent disclosure.
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