Most commercial disputes do not start with a lawsuit. They start with a late shipment, an unpaid invoice, a partner who stops returning calls, or a contract that turns out to say something different than everyone remembered. What happens in the weeks after that, long before a lawyer is involved, usually decides how the dispute ends.
Consider how long these things can run. Ford and its software vendor Versata fell out over a licensing agreement that expired in 2014, and a Michigan federal jury did not return a verdict until 2022. The damages question was still being litigated this year.
Below is a plain explanation of how business disputes work in Michigan: what counts as one, what to do early, how long you have to bring a claim, and what litigation actually costs.
What counts as a commercial dispute?
A commercial dispute is a legal conflict between businesses, or between a business and the people who own or run it. Michigan law defines the category broadly at MCL 600.8031, covering actions where all parties are business entities, along with disputes between a company and its current or former owners, managers, shareholders, or partners. Employment actions, probate proceedings, and individual consumer insurance disputes fall outside it.
The disputes that come up most often
- Breach of contract, including unpaid invoices, missed delivery obligations, and disputed scope of work
- Partnership and shareholder disputes, including deadlock, oppression of a minority owner, and disagreements over buyouts
- Business torts such as fraud, misrepresentation, unfair competition, and interference with an existing business relationship
- Disputes over non-compete and confidentiality obligations when an employee or partner leaves
- Commercial real estate and construction conflicts
BG Law handles these matters through our business law practice, representing both companies bringing claims and companies defending against them.
What should you do in the first thirty days?
Preserve everything, put your position in writing, and stop doing anything that suggests you accept the other side’s version of events.
That sounds obvious. In practice, business owners do the opposite, usually because they are trying to protect the relationship. They handle complaints over the phone, keep performing while the problem goes unresolved, and avoid writing anything down that might sound adversarial. Every one of those instincts is reasonable. Each one also makes the case harder to prove later.
Three things are worth doing right away:
- Put the complaint in writing. A short, factual email describing what went wrong and what you expect creates a record and often triggers a serious response. It does not need to threaten anything.
- Find the actual agreement. Not the handshake and not the summary. The signed contract, the purchase order, the terms printed on the back of the invoice, and any amendments. Terms you never read are still terms that apply to you.
- Stop performing without objection. Continuing to accept and pay for defective performance, month after month, without ever saying so in writing, can undermine a claim you would otherwise have.
A scenario that plays out often
A Southeast Michigan manufacturer buys components from a supplier it has used for six years. In March, shipments start arriving late and short. The plant manager calls, the supplier apologizes, and everyone moves on. The same thing happens in April, May, and June. The manufacturer keeps accepting the parts and paying the invoices, because shutting down the line is worse than being short.
In July, the manufacturer stops paying and sources elsewhere at a higher price, expecting the supplier to absorb the difference. The supplier sues for the unpaid invoices instead.
Here is where the case turns. There is no written notice of any of the shortfalls, only phone calls. There are four months of payments made without a recorded objection. And the purchase order terms nobody had read since 2019 shorten the window for bringing a claim to one year, which Michigan’s version of the Uniform Commercial Code permits under MCL 440.2725.
The manufacturer has a real grievance. It also spent four months building the other side’s defense.
How long do you have to bring a claim in Michigan?
It depends on the contract, and the difference is significant. For breach of contract generally, Michigan sets the period at six years under MCL 600.5807. For contracts involving the sale of goods, the Uniform Commercial Code cuts that to four years, and the parties can agree to shorten it further, down to a floor of one year.
So a supply agreement and a services agreement signed the same week can carry deadlines years apart. Fraud and business tort claims run on their own schedules, which is why a single dispute can have multiple clocks going at different speeds. When the clock started is often disputed too, because businesses tend to date the problem from when they gave up on the relationship rather than from when the breach occurred.
What do business owners underestimate about litigation?
How long it takes
A straightforward contract dispute with clean records and a cooperative opponent can resolve in months. Anything contested runs longer. Discovery alone can take the better part of a year, and a trial date is not the end if either side appeals.
Return to the Ford case. Ford licensed vehicle configuration software from Versata under an agreement that expired in 2014, then built its own version instead of renewing. A jury awarded Versata roughly $105 million in October 2022. The district court cut the contract portion to $3 in nominal damages, holding the jury had no reliable basis to calculate the loss. The Federal Circuit reversed and reinstated the $82.26 million award in May 2026.
Very few disputes are that large. The shape still matters. A problem that started in 2014 was still being resolved twelve years later, and the plaintiff spent nearly three years holding a judgment worth three dollars.
What it costs you beyond legal fees
Attorney fees are the number everyone asks about, and rarely the largest cost. Depositions pull senior staff out for days, and the person who knows the contract best is usually the one you can least afford to lose for a week. Discovery also opens your files, putting internal emails and financial records in front of the other side, which deserves real thought when the opponent is a competitor.
Two more things catch business owners off guard. A judgment is only worth what you can collect, and a defendant with no assets may leave you with nothing. And Michigan follows the American Rule, so each side generally pays its own attorney fees unless the contract says otherwise.
So, when does litigation make sense?
Filing usually makes sense when:
- A filing deadline is approaching and waiting would cost you the claim
- The other side has stopped responding or is acting in bad faith
- You need a court order to stop something from continuing
- The amount at stake clearly justifies the expense and the disruption
- The business relationship is already over
It makes less sense when:
- The relationship is worth preserving and the dispute is fixable
- Both sides have real exposure and the counterclaims are serious
- The disagreement is about a number rather than a principle
- The other side may not be able to pay a judgment
Michigan’s court rules give parties meaningful control over how a case gets resolved, including the ability to agree on facilitation rather than defaulting into case evaluation. Commercial disputes reach a conference room far more often than a courtroom.
What you should ask for early is a realistic assessment: what the claim is likely worth, what it will cost to pursue, how long it will take, and whether those numbers justify each other. Some disputes are worth litigating and some are not. A business owner deserves to know which one they have before spending money to find out.
Talk to a Michigan business attorney
Business disputes rarely resolve themselves, and the early decisions are usually the ones that matter most. Bashore Green Law Group represents businesses across Southeast Michigan in commercial litigation, contract disputes, partnership and shareholder matters, and business transactions. Call us at (248) 487-1887 or schedule a consultation. You can also read about how we work with clients or browse our
