My 3pl partner for my ecommerce business is claiming breach of contract.
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ContractsCounsel verified
My 3pl partner for my ecommerce business is claiming breach of contract.
I have stopped working with them and began working with another 3pl in December 2024. And now they are seeking almost $15,000
Hello there! My name is Dolan and I’m happy to help. Did you sign some sort of non compete or non solicitation agreement?
No I didn't sign anything actually. They are just pointing to the terms and conditions that I agreed to that have been governing our relationship since we first started.
Got it! Did they point to anything in a contract justifying the $15,000 at all?
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They just pointed to this terms of service. Section 2D -- exclusive provider of service and section 6D
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Here is the email log since they have asked me for the money on December 31st
Hello *****! I'm SO sorry for the delay. For some reason, I must have missed an alert that you had messaged me in this case. I apologize tremendously, and it will not happen again, I promise!
Because you've had to wait so long, let me not waste a second more of your time. I try to look at this is if you had to go to court. Basically, starting from the end. In your case, if you did not sign any specific agreement or contract, the court may find that your relationship is governed solely by the provided terms and conditions. For the court to rule in your favor, you could argue that the terms cited, such as those in sections 2D and 6D, are either ambiguous, overly broad, or unenforceable as written. Additionally, if their claims for $15,000 are not substantiated (such as lacking proof of actual damages caused by your decision to switch providers) it weakens their case. Damages are required, not just a breach. It's as if you order a pizza and they promise delivery in 30 minutes, but show up in 34 minutes. The pizza is still delicious and edible. There is no actual damages there. Also, you might also argue that their terms were not adequately disclosed, are unconscionable, or conflict with fair business practices. In other words, they are so lopsided that it wouldn't be fair to enforce them. Courts tend to disfavor restrictive clauses that unreasonably hinder a party’s ability to conduct business, especially if there is no evidence of significant harm to the other party. Does that help clarify things? I want to make sure I didn’t leave anything out.
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