Legal Question in Business Law in Florida

Our company entered into a purchase agreement/contract with a company based in Arizona. The company did not ship all items and we deducted the cost of the missing items. Now this company is threatening to sue us. The contract states that the contract will be interpreted using Arizona law. Can the company sue us in Arizona, even though we are located in Florida and the materials were supposed to be shipped to Florida. The materials were manufactured in Georgia. Please advise.


Asked on 12/30/10, 7:50 am

3 Answers from Attorneys
John Harmon The Law Office of John W. Harmon

If the contract states that the contract will be interpreted using Arizona Law and the company is in Arizona, yes they can sue you there.

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Answered on 1/04/11, 8:09 am
Richard Kaplan

Yes, because you agreed to it.

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Answered on 1/04/11, 8:31 am
Kevin B. Murphy Franchise Foundations, APC

As a Franchise Attorney I can say there's a bit more to this. I did not see a statement that you agreed to jurisdiction and venue in Arizona, just that the contract provides it will be interpreted using AZ law. Whether the contact was entered into in AZ (or Florida), or was to be performed in AZ (or Florida) are serious questions of fact that will affect the proper state venue. Also, if you're sued, you live in Florida. Where the defendant resides is another factor. Bottom line however is they will sue you in AZ and let you try and remove the action to FL. Is there an attorneys' fee clause in the contract? Everything, including the exact terms of the contract, and the amount involved requires analysis to give proper advice. Consult with a good business or franchise attorney in your area for specific advice.

Mr. Franchise - Kevin B. Murphy, B.S., M.B.A., J.D.

Franchise Foundations, a Professional Corporation

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Answered on 1/04/11, 1:07 pm


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