Hon. Jamoa A. Moberly

Judge of the Orange County Superior Court (Ret.)

BUSINESS & COMMERCIAL CONTRACT

​Representative Cases

• Dispute arising from a general partnership formed to build commercial storage facilities in the Inland Empire which were never finished. Project was conceived by an accountant / investor advisor whose clients were enticed to invest as partners. Investors sought recovery of their investment and damages for securities violations.
  
  
• Dispute arising between sales distributors and company with innovative insulation product whereby distributors would develop and implement a radical marketing plan and distribution structure in exchange for exclusive distribution rights over the West Coast. Issues involved market viability of product, distribution chain, breach of fiduciary duty and enforceability of oral and written contracts.
  
  
• Dispute involving contract to build a website and e-commerce system for a healthcare products company. Designer contended company thwarted performance and third party interfered with relationship.
  
  
• Dispute arising from enforceability of an arbitration award on grounds the arbitration agreement for binding arbitration was unenforceable. Property owner failed to appear relying on the general contractor to take care of the dispute although the contract with the arbitration agreement was directly between the electrical contractor and the owner, circumventing the general contractor.
  
  
• Dispute arising from breach of contract between supplier and healthcare product manufacturer. Issues involved whether chondroitin sulfate from China was adulterated and potentially diluted with seaweed and whether manufacturer breached contract by rejection.
  
  
• Dispute arising between small business commercial tenants and new landlord regarding intentional misrepresentations of CAM charges and triple net rent calculations, failure to do deferred maintenance and wrongful evictions. Multiple inaccurate reconciliations of CAM charges. The LLC also did the property management. Managing partner of LLC lived in penthouse of this beach property and passed on some of his bills to tenants.
  
  
• Dispute arising from foreclosure on collateral and enforcement of promissory notes following workout and recapitalization of multiple loans made to oil exploration company founded by the debtor. Founder was alleged to have made large improper personal advances and potentially had violated the foreign corrupt practices act. Personal notes were entered into to help secure very substantial financing which fell through after a preliminary audit. The workout and recapitalization followed.
  
  
• Dispute arising from attempt to challenge arbitration award. Parties had stipulated to binding arbitration with a specific arbitrator (a disbarred attorney) who both sides stated had previously handled affairs for both. Party challenging the award asserted the extent of prior relations regarding his adversary and the arbitrator were more extensive than previously disclosed.
  
  
• Dispute arising from omission of a “call provision” in a tenant in common agreement for purchase an apartment building and assignment of their interests to the property to tenancy in common. Omission of the call provision thwarted the majority owners’ attempt to lease the mineral rights in the property to a utility. Minority owners objected and also objected to subsequent offers to sell. The legal malpractice claim for absence of the call provision was time barred.
  
  
• Dispute arising from attempted purchase of car dealership. Issues involved a prolonged due diligence phase, difficulties in obtaining the manufacturer’s approval of the prospective buyer and discrepancies regarding the which were the operative agreements.
  
  
• Disputes arising from acquisition of company with unlicensed software by company which provided emergency notification services and voice broadcasting for entities. In anticipation of expansion and going public, the acquiring company received twenty million in loans from hedge funds. Numerous law firms were involved in the due diligence phase which was pushed through by the directors and CFO. Purchase proceeded in spite of the under-licensed software at urging of its CFO. Any claims against the law firms were later time barred due to CFO’s actual knowledge. The acquired software did not integrate well and the unlicensed and pirated software required costly rewrites. The company soon started to lose customers and defaulted on the loans. Suits followed against the acquired company and its software developer, the acquiring company’s directors and the law firms.
  
  
• Dispute arising from distribution of partnership profits in truck freight shipping business. Over ten years earlier an alleged oral partnership was formed whereby one partner contributed financial backing and location and the other, clients and management of daily operations. The property was leased from the financing partner by the operating partner’s business. Profits were to be split equally. For over ten years the partnership was extremely lucrative. Dispute arose after the operations partner moved out and started up a competitive business. Issues arose as to whether there was a partnership and whether profits had been properly distributed. The accounting aspect was referred to an accounting referee.
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• Dispute arising out of an unhappy relationship following formation of a condominium association to manage a medical office building purchased for the doctors’ medical practices and surgery center. The entities for the majority owners’ practices descended into litigation with claims of fraud and breach of fiduciary duty against the individuals and attempts to gain control of the board complete with secret meetings. A parallel arbitration proceeding resulted in a partition by sale of plaintiff’s ownership interest mooting the claims asserting associational interests and potential basis for attorney fees. Defendants later sought recovery of attorney fees however there were no prevailing parties.