COMMERCIAL LITIGATION

Our commercial litigation experience encompasses virtually every corner of the business world. We represent public and private corporations, high tech companies, officers and directors, partnerships, investors, general partners, limited partners, and individuals. We represent plaintiffs, defendants, and third-parties in federal and state courts, as well as in arbitrations, and mediations. We have litigated contract disputes, creditor-debtor issues, sales of companies, mergers and acquisitions, breach of fiduciary duty claims, accountant malpractice, fraud claims, insurance coverage, distributor and sales agreements, product liability, alter ego, and more. We resolve cases through negotiated settlement, through motions to dismiss and for summary judgment, by trial, and if necessary, by appeal. We aggressively seek preliminary relief when needed, including temporary restraining orders and writs of attachment. Below are a few examples of cases we have handled:

DVS, Inc. v. C2 Microsystems, 1-06-CV-061760, Santa Clara County Superior Court
Following a two-week jury trial, the Santa Clara County Superior Court granted C2 Microsystems, Inc.’s motion for nonsuit. The case concerned allegations of intentional misrepresentation brought by DVS, Inc. against C2 Microsystems, Inc. and Edmund Sun, the former CEO of both companies. DVS alleged that Mr. Sun made misrepresentations on behalf of C2 Microsystems regarding the value of technology that was transferred from DVS to C2 in 2004, and sought damages in excess of $10 million. The Court found that, as a matter of law, DVS failed to meet its burden of showing that a majority of the DVS Board of Directors relied on any alleged misrepresentations by Mr. Sun. The Court also awarded C2 Microsystems, Inc. $133,300 in attorneys’ fees and costs for its successful defense of DVS’ claim of breach of the covenant of good faith and fair dealing. The case is currently on appeal.

Lam Research Corporation v. Dallas Semiconductor Corporation and Maxim Integrated Products, Inc., No. 1-02-CV805045, Santa Clara County Superior Court
Lam Research supplies wafer fabrication equipment to the semiconductor industry. After ordering custom made equipment from Lam, defendants denied the existence of a contract, and refused to accept delivery or pay. On behalf of Lam, Bergeson tried the case to a jury, which found in Lam's favor in the amount of $11.4 million in contractual damages, plus more than $2 million in prejudgment interest and costs. Defendants appealed, but the appellate court upheld the jury's verdict. We ultimately collected $15.5 million for our client.

Port of Oakland v. Burns and Roe Enterprises, Inc., No. A074812, San Mateo Superior Court.
The Port of Oakland retained Securacom (Bergeson's client) to provide design services in connection with the installation of computerized security system at the Oakland International Airport. The Port's prime contractor, Information Systems and Networks Corporation ("ISN"), was terminated by the Port following numerous delays and technical problems. In ensuing litigation, ISN and Securacom cross-claimed against each other, with Securacom also asserting as a defense that ISN was not a properly licensed contractor. This defense was tried to a jury, which found in favor of Securacom, and the trial court entered judgment in Securacom's favor on ISN's cross-complaint. The trial court denied, however, Securacom's motion for attorneys' fees and costs. Bergeson filed a successful appeal of this decision, and our client subsequently received more than $500,000 in attorneys' fees and costs. ISN's appeal of the jury verdict, however, was denied, and the judgment in favor of Securacom was affirmed.

Mudgett v. Chemoil Corp., No. 321977, San Francisco County Superior Court.
A minority shareholder who was also a former employee sued his former employer and several related entities and individuals for promissory fraud, breach of fiduciary duty, and rescission, alleging that he had been induced to leave his law practice to join the company by an unfulfilled promise that the company would become one of the largest shipping companies on the West Coast, thereby making his minority stake very valuable. Bergeson successfully moved for summary judgment, and the judgment was upheld on appeal.

Fraser v. PCTEL, Inc. et al., No. H028165, Court of Appeal of the State of California, Sixth Appellate District (Santa Clara Superior Court No. 1-02-CV806176)
Plaintiff Fraser alleged that he had suffered damages in excess of $1.5 million related to his participation in defendant PCTEL's Secondary Public Offering in April 2000. Bergeson successfully moved for summary judgment in favor of PCTEL, and the trial court's judgment was upheld upon appeal. The Court of Appeal found that the trial court correctly determined that PCTEL established that Fraser was not damaged by any alleged acts or omissions of PCTEL and that Fraser had failed to refute PCTEL's showing, leaving no triable issues of fact.

Pareto Partners, Ltd. v. Inktomi Corporation, No. S081888, Court of Appeal of the State of California, Sixth Appellate District
Plaintiff claimed he was promised a one-fourth ownership interest in Inktomi Corporation. At that time, a one-fourth ownership interest was worth approximately one billion dollars. After taking several depositions, Bergeson successfully moved to dismiss the complaint. The appellate court not only upheld the dismissal, but after the oral argument complimented Bergeson's work on its brief.

Gaia Offshore Master Fund, Ltd. v. Hawkins, 2004 WL 2496142, United States District Court, Northern District of California, November 05, 2004
An investor purchased shares in a public company. The company struggled financially for another year and a half, then filed for bankruptcy protection. The investor sued the company directors, alleging that loans made to the company by the CEO in an attempt to keep the company afloat should be characterized as equity rather than debt. Bergeson represented the CEO. In a published decision, the court agreed with defendants that the complaint should be dismissed on the grounds that the plaintiff lacked standing to sue, as the claims alleged were derivative claims that could be brought only by the corporation.

Chou Chin Industrial, Ltd. v. WavePlus Technology, Ltd., No. 1-04-CV-016873, Santa Clara County Superior Court; No. HO28604, Sixth Appellate District
WavePlus Technology, a Taiwan-based company with a wholly-owned California subsidiary, successfully moved to dismiss a summons and complaint served upon it in Taiwan for lack of personal jurisdiction. Bergeson successfully represented WavePlus on appeal

Zhone Technologies, Inc. v. Jivish Interactive, No. 1-04-CV-030883, Santa Clara County Superior Court
We represented a telecommunications equipment provider in a suit against its reseller when our client discovered the reseller was attempting to draw upon a letter of credit. Under the terms of the reseller agreement, such a draw could be made only if payment was due or owing by our client under a purchase order. Bergeson sought and obtained a temporary restraining order and preliminary injunction against the attempted draw, following which the case settled on confidential terms.

Teamasia Semiconductors India, Ltd. v. IMP, Inc., No. 1-03-CV003635, Santa Clara County Superior Court
A public company failed to pay $3.5 million owed to its India-based shareholder and lender. On behalf of Teamasia, in the face of evidence that the defendant was packing up for shipment to China various of its assets that were pledged to Teamasia, Bergeson obtained an ex parte temporary restraining order from the Santa Clara County Superior Court preventing the defendant from transferring its assets. The defendant subsequently filed for bankruptcy protection, which stayed the state court action. Bergeson and its bankruptcy co-counsel obtained a second ex parte temporary restraining order from the bankruptcy court after presenting evidence that assets pledged to Teamasia were again being prepared for transfer out of the country. With bankruptcy counsel, we subsequently retained a forensic accountant to examine the defendant's books, and successfully moved for appointment of a Chapter 11 trustee to replace the defendant's management. Teamasia subsequently recovered its attorneys' fees for this motion.

marchFIRST, Inc. v. Sparks.com
A dot-com startup company failed to pay more than one million dollars owed to our client on the grounds that it did not have sufficient funds to pay all of its creditors. Bergeson obtained an ex parte prejudgment writ of attachment for $1.1 million, and the case settled.