Davis Malm attorney Gary Feldman won a dismissal of claims in Massachusetts Superior Court in a suit alleging the existence of a partnership in a tortilla manufacturing business. Gary represents the 100% owner of a company that manufactures, distributes and sells natural flat breads and tortillas. The individual defendant was a management employee of the plaintiff’s tortilla company. Following the termination of the defendant’s employment , the plaintiff filed suit seeking the dissolution of a realty corporation that was established to hold title to the real estate at which the tortilla company operated. The individual defendant was a 50% owner of the realty company.

The defendant filed a counterclaim asserting that he and the plaintiff had entered into a partnership that was “devoted exclusively to the marketing, manufacture, sale and distribution of natural tortillas and flatbreads, ” in other words, the exact business that the plaintiff was already engaged in. By his counterclaim, the defendant sought to establish the existence of such a partnership, and asserted claims for 50% of the partnership profits together with an accounting of the partnership assets. The defendant also asserted claims for infliction of emotional distress, breach of an agreement of “long term employment,” and breach of the covenant of good faith and fair dealing.

The plaintiff moved to dismiss all of the claims of the counterclaim. In the decision by Superior Court Judge Patrick Brady all of the defendant’s partnership claims were dismissed. The Court also dismissed the infliction of emotional distress claim. With respect to the employment contract count, the Court dismissed any claim involving a contract of “long-term employment.” The only claim that the Court let stand is the defendant’s claim that the termination of his at-will employment violated the implied covenant of good faith and fair dealing.

For more information contact: Joanne Thorud; (617) 589-3894; jthorud@davismalm.com

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