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Old 07-16-2008, 01:07 AM
Junior Member
 
Join Date: Jul 2008
Posts: 1
Unhappy Breaching the contract that never was existing

Hello:

I have a headache matter that I need some advice. In 2006, I took over a biz. The former owner gave me a list of who I should contact for transferring account. Many told me upfront of a long term contract which ultimately I ended up cancelling them. However, this Unifirst company when I called they never told me that it would be a long term contract. All they said they would need our new fictitous biz name. They never sent a manager to go over the legal contract with any fine print. On my first day of taking over the biz, a delivery guy arrived. He handed me a piece of paper and asked me to sign. Due to 5 minutes prior opening the restaurant, I relied on his honesty. I asked what it was. He lied and told me it was a document to show what my company currently kept from his company (mops, aprons, towels, mats). Hence I thought that sounded legit and decided to sign. He immediately took it with him so I never got a chance to review at later time. Several months in biz with them, they never delivered the goods as promise. I decided to cancel the service and stated the reason. Instead, the manager told me I had a long term contract. I told him I had never been told it was and I never did see any contract nor ever saw him from the start. I requested their company to pick up their belongings. They now sent me this copy that I had not seen again up to now. I ignored. Several months later, one of his attorney sent me a bill for the service I had not received due to breaching a contract - so they claimed. I decided to send responding letters to their head quarter. His attorney suddently disappeared and stopped harrassing me. 5 months later, I was served by a local small claim court. This manager sued me for breaching a contract. I thought that was bogus (that they would not win as my small claim court advisor thought the same thing) and let my partner presented the case while I was in charge back in the kitchen of the restaurant.

Big mistake, the court took up his side and asked me to pay for the outreagous amount, how ridiculous the judgement was. I filed an appeal, however, to ensure the winning for this time, I need to see if some one could point out what kind of things I should present in Appellate Court for this case? I did some research, and I thought the law should be on my side due to following:

1. One party does not perform as he or she promised ie Bad service, missing merchandises per delivery time, being charged for items were not delivered.

2. The contract was not identifiable by spelling out the subject-matter outlining/ disclosing all the fundamental terms and conditions of the parties’ agreement (another word, I was defrauded based on a good faith as being told by a delivery guy that was not a contract. I believe a good faith requires honest behavior and compliance with reasonable commercial standards of fair dealing in trade ???).

3. Should a contract be void if it is unconscionable for not being told of it was a long term contract ie. A mistake occurs when parties have a mistaken belief about a fraudulent fact upon entering into a contract? A party’s failure to disclose information can be deemed fraudulent ? Fraud context involved? Mispresentation regarding it was a binding contract but told it was an held accountable inventory list?

I believe this company had committed a Fraud or Misrepresentation in Creating the Contract without let me know upfront nor had a formal meeting or manager to go over terms with me.

How I can prove to the Courts to Discharge the case?
Pls advise, thanks in advance.
Regards,
V
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