Overview | Litigation | Sullivan & Worcester

The moment a client calls us for help with a business dispute or litigation, we focus on our client’s ultimate goal. At Sullivan, we shape our advice and strategies to our client's business realities, careful not to lose the business war while winning the litigation battle. We recognize that litigation is more than a legal issue for our clients — there are often major, complex business concerns as well.

Exploring creative legal options from the point of view of practical, commercial realities sets us apart. This strategic, holistic approach leverages our capabilities to help prevent budding disputes from turning into major crises.

When a negotiated resolution cannot be achieved, our early intervention and inventiveness strengthens our ability to vigorously litigate the dispute to a successful conclusion.

Regardless of the client or claim, we litigate each case aggressively yet efficiently and credibly, with lean staffing and hands-on partner focus and involvement.

Clients and Industries

Many of our litigations come from long-term clients, often in financial services and tech. Our firm structure enables and empowers us to represent companies of all sizes, headquartered within the U.S. and abroad, as well as individuals facing difficult claims and disputes.

We regularly litigate across a variety of other industries, including art and museum, consumer goods, insurance, life sciences, media and entertainment, real estate, securities and tech.

We regularly represent clients involved in diverse subject matters, including:

Blockchain and crypto-currency litigation
Complex breach of fiduciary duty matters
Copyright/trademark/patent infringement
Employment disputes, including alleged discrimination, harassment, retaliation and compensation
Insurance/reinsurance
Securities fraud
Software implementation/licensing disputes
White collar defense and investigations

Representative Client Work

A more comprehensive list is found in each of our litigation attorneys’ bios. Below are just a few examples:

Successfully obtained a unanimous defense jury verdict for Sogeti (a Capgemini subsidiary) in a jury trial in Tampa, Florida, where plaintiff, a former employee, asserted race discrimination and retaliation claims seeking seven figures in damages
Successfully representing independent trustees and mutual funds in various disputes with their advisors and/or third-party service providers. These matters are generally highly confidential, complex disputes requiring detailed factual analyses and involving arcane issues arising under both the Investment Company Act of 1940, as amended, as well as common law duties
Successfully represented banks and financial institutions in domestic and international litigation and arbitration involving trade credit disputes
Successfully represented both purchasers and sellers of companies and assets in post-closing disputes including alleged breach of representations and warranties, balance sheet adjustments, valuation controversies and indemnification rights
Representing public company in a breach of contract and fraudulent transfer action in federal court over the funding and procurement of nitrile gloves for sale to the federal government and other end users
Representing a post-confirmation creditor in a bankruptcy proceeding over the fraudulent transfer of funds

Accolades

Ranked in the U.S. News Best Lawyers "Best Law Firms"
According to the 2022 edition of The Legal 500 United States, Sullivan & Worcester "is an amazing law firm which provides a prompt, practical and personal service." The team is regularly defending clients in commercial claims before federal and state courts and arbitration proceedings. Its scope covers class actions, securities, contract disputes, insurance coverage controversies, environmental issues, fraud claims, and bankruptcy and collections actions. The "dedicated, thorough attorney" Gerry Silver in New York and insolvency disputes-specialist Patrick Dinardo in Boston jointly lead the practice. Laura Steinberg, also in Boston, is well versed in regulatory and fiduciary issues. Clients say:
- "Sullivan offers pragmatic, concise legal recommendations. They 'cut to the chase' and provide clear analysis of the benefits and risks of options available. Unlike many law firms, they are willing to share their own opinion of which option they recommend."
- "Gerry Silver is a dedicated, thorough attorney. Not only does he provide excellent legal advice, he has shown over the years that he is committed to acting as a true partner. He knows our business and he is willing to stand strong in providing the legal advice that he believes is in the best interests of our company, even when he knows that this advice might be unpopular. With Gerry, we know we are getting legal support we can trust."
- "Sullivan’s lawyers are extraordinary. When dealing with the firm, I never have the impression that my matter is unimportant, whatever the dollar amount in issue."

Viewpoints

All Viewpoints

The Business Case for Litigation Avoidance

When people hear “litigation,” they usually think about trials, dramatic cross-examinations and disputes beyond repair. They do not typically think about prevention. Yet one of the most valuable things a litigator can do is help avoid litigation altogether. At first glance, the concept may seem counterintuitive. Why would litigators want to reduce litigation? The answer is straightforward: it’s often in the best interest of their clients. While litigation is sometimes necessary, it is rarely a business objective. Businesses want to develop products, serve customers, attract investment, build relationships and grow. Litigation is usually an interruption of those goals. This series will examine practical ways businesses can reduce the likelihood of disputes, resolve conflicts before they become lawsuits and position themselves more effectively when disputes cannot be avoided. Before turning to specific topics such as startups, employment practices and contract drafting, it is worth considering in more detail why litigation avoidance matters in the first place. The most obvious reason is cost. Litigation is expensive, often in ways that are not apparent when a dispute first emerges. Legal fees are only part of the picture. Management time, employee distraction, business disruption, document collection, discovery obligations and delayed decision-making all impose substantial costs. Even relatively straightforward disputes can require months or years of attention from people whose time would otherwise be devoted to growing the business. Litigation also creates significant uncertainty. Strong claims and strong defenses do not guarantee predictable outcomes. Witnesses may have different recollections of events, documents may be interpreted differently from their intended meaning, and courts or arbitrators may view contractual language in unexpected ways. A favorable result is never guaranteed. And even a successful outcome can lead to frustration if the prevailing party cannot collect on the judgment. Timing presents another challenge. Businesses often assume that litigation will produce a prompt resolution if it is aggressively pursued. In reality, commercial disputes frequently take years to resolve. Discovery, motion practice, scheduling delays and appeals can significantly extend the life of a case beyond a party’s control. During that time, the underlying business issue often remains unresolved. This is particularly important because most commercial disputes end in settlement, not trial. Some settle early, while others settle only after substantial legal fees and business disruption have already occurred. If the ultimate resolution is likely to be negotiated, businesses should evaluate whether an earlier resolution is possible before incurring the full costs of litigation. Avoiding litigation can provide benefits beyond reducing expense and uncertainty. Businesses may be able to preserve valuable commercial relationships, maintain customers or suppliers and continue working with counterparties whose cooperation remains important. Early resolution can also create opportunities to renegotiate business arrangements on more favorable terms rather than simply litigating over past conduct. In addition, resolving disputes outside of court may help prevent sensitive business issues from becoming part of the public record, protecting confidentiality and reducing reputational risk. None of this means that businesses should hesitate to enforce their rights. Litigation avoidance is not the same as capitulation. It does not require accepting misconduct, abandoning valid claims or tolerating breaches of contract. Instead, it means evaluating litigation as a strategic business decision rather than a knee-jerk response to every conflict. Companies that manage litigation risk proactively are often better positioned to litigate successfully when necessary. Well-drafted contracts, consistent internal documentation, clear policies and disciplined communications can reduce the likelihood of disputes and strengthen a company’s position if litigation becomes unavoidable. The goal is not to avoid litigation at any cost. The goal is to avoid unnecessary litigation while remaining fully prepared to pursue or defend claims assertively when circumstances require. Litigators can play an important role in that process because they regularly see how disputes unfold. They know which contractual provisions generate recurring conflicts, what business practices create avoidable exposure, and what evidence becomes critical once a lawsuit is filed. That perspective can help identify practical steps that reduce risk before a dispute arises. Many effective litigation-avoidance measures are straightforward—but their value comes from implementing them before a dispute exists. Clear contractual language can eliminate ambiguity. Appropriate limitations of liability can narrow exposure. Consistent documentation can preserve key evidence. Early legal review of significant decisions or disputes can prevent problems from escalating. Often, relatively modest steps taken early can have outsized consequences later. Alternative dispute resolution (ADR) also deserves serious consideration in many cases. Negotiation, mediation, arbitration, and other forms of ADR can sometimes achieve the same practical objectives as litigation more efficiently and with less disruption. Businesses should evaluate these options as part of a broader strategy for managing disputes and risk. Of course, a dispute cannot always be avoided and, in some cases, should not be. Sometimes, litigation is the most rational business decision available. For example, when a counterparty refuses to honor contractual obligations or willfully injures a business, when economic stakes are substantial or when the dispute involves important legal principles or recurring issues affecting the business. In some cases, a company may have no choice because it has been sued and must defend itself. Effective litigation avoidance therefore requires more than reducing disputes; it requires ensuring that, when litigation becomes necessary, the business enters the dispute from the strongest possible position. Careful contracts, sound governance, effective employment practices, proper documentation and early legal involvement cannot eliminate litigation entirely. They can, however, reduce its frequency, cost and severity while improving outcomes when disputes arise. Future articles in this series will explore these issues in greater detail. Topics will include common litigation risks facing startup companies, employment practices that reduce exposure to disputes, contractual provisions that are frequently overlooked until litigation begins, and practical steps businesses should take when a dispute appears unavoidable. The conclusion is simple: litigation will always be part of the business landscape, and some disputes require vigorous enforcement or defense. But businesses often benefit more from preventing avoidable disputes than from prevailing in them years later. Litigation avoidance is not about avoiding conflict at all costs. It is about managing risk intelligently, preserving options and ensuring that litigation is used when it advances a business objective rather than when it could have been prevented.

What Non-Celebrities Can Learn about Contract and Workplace Issues from the Lively/Baldoni Decision

In a lawsuit, allegations of bad behavior count only if there is a legal line that was arguably crossed. Blake Lively alleged that she experienced sexual harassment while working on “It Ends with Us” and then faced retaliation when she complained. While most employees are legally entitled to be free from harassment and retaliation, Lively and the defendants disputed whether she was even an employee in the first place. The Court found that Lively does not have a viable claim for harassment under law or contract, but certain retaliation allegations can go to trial. The Court’s decision illustrates issues that are important in any business relationship or workplace: companies have fewer obligations to independent contractors; unsigned contracts are not automatically unenforceable; different states have wildly different workplace laws; and retaliation cases sometimes have sharper teeth than the underlying harassment or discrimination allegations. Independent contractor status means fewer legal rights. Lively brought claims of sexual harassment and retaliation under both federal and state law. Under federal law, employees—but not independent contractors—have the right to be free from sexual harassment and from retaliation when they push back. The legal question of whether a worker is an employee or an independent contractor is not just a matter of how the parties describe their relationship, but instead depends on the specific nature of their relationship. In this case, the Court found that Lively was not an employee. Among other things, she had committed to a single, fixed-term project; she was allowed to pursue other work; she had approval rights for many important aspects of the film (such as the shooting location and casting decisions); and she was paid a flat rate for the project plus contingent compensation based on project’s success. Unsigned contracts aren’t always unenforceable. Lively argued that she had contractual protections against harassment under her Actor Loanout Agreement. But the parties never agreed on a final draft of the agreement, and Lively never signed it. Although the Court held that the contract was not enforceable, that wasn’t an automatic decision based on the lack of signatures. The Court focused on the contract’s own language that it would not be binding until executed. When relationships break down, seemingly unexciting legal boilerplate can suddenly be a lynchpin. The parties’ behavior also matters. The Court emphasized that the production company repeatedly asked Lively to sign, and she refused—both sides acted as though a signature would make a difference. Additionally, when the parties perform their obligations under a contract, that can show that they believe the contract is in effect even if they didn’t sign it. In this case, the parties’ working relationship was already subject to an offer letter, regardless of whether they signed the longer contract. In other circumstances, however, an unsigned contract could be treated as an enforceable agreement. Different states establish vastly different worker protections. Without federal law or a contract to rely on for anti-harassment protection, Lively’s case puts the focus on state law. Many states have workplace protection laws that go beyond federal standards, and California—where at least some facts occurred—is at the far end of that bell curve. Under the California Fair Employment and Housing Act (“FEHA”), anti-harassment and anti-retaliation protections don’t just apply to employees, but also to independent contractors; under California Civil Code 51.9, sexual harassment prohibitions even apply to other business, service, or professional relationships. The Court held that Lively could not maintain anti-harassment claims under FEHA because the alleged on-set harassment did not happen in California—this means that if the movie had been shot in California, her harassment claims might have survived. An individual’s decision of where to work, and a company’s decision of where to operate, can have enormous consequences. However, the Court held that her retaliation claim under FEHA could go forward because those claims did involve alleged actions in California. This flags another important state law difference. Under federal law, retaliation is actionable only if it is the “but for” cause of an adverse action. If the negative action—a termination, a demotion, the reputational attack alleged here—would have happened anyway, there is no retaliation. Not so in California. If retaliation was a “substantial motivating factor” for the decision, there is a viable claim, even if the same action would have been taken regardless. (The Court also held that a contractual retaliation claim could go to trial; that claim is based on an agreement reached in response to Lively’s workplace complaints, not the unsigned Actor Loanout Agreement discussed above.) A retaliation claim does not depend on whether the worker would also win a harassment or discrimination claim. Lively’s FEHA retaliation claim does not require her to definitively prove harassment or discrimination; instead, it requires that she sincerely held a reasonable belief that she was opposing a practice that the state law prohibits. (Federal law works similarly but is limited to employees.) A business may or may not have actually crossed a legal line—but if the worker reasonably thought that it did, the business’s confidence in its innocence is no justification to retaliate. In this case, the Court found that Lively has provided sufficient evidence that a jury may conclude she reasonably believed she was sexually harassed. This is only a preliminary decision allowing certain claims to proceed to trial, and soon, a jury will decide. (This is a brief discussion of a 150+ page decision and necessarily is highly condensed.)

News

All News

Sullivan Advises BAFT and ITFA on Updated CRR Legal Opinions for the 2008 English Law Master Participation Agreement (MPA)

(London and New York) – Sullivan has advised BAFT (the Bankers Association for Finance & Trade) and ITFA (the International Trade and Forfaiting Association) on the publication of the two Capital Requirements Regulation (CRR) legal opinions covering the 2008 English law Master Participation Agreement (MPA). The newly released opinions comprise the EU CRR opinion on English law MPA 2008 and the UK CRR opinion on English law MPA 2008. They are intended for institutions that continue to use the 2008 version of the MPA, having executed it prior to the introduction of the later versions. The publication of these two legal opinions completes the suite of updated CRR legal opinions that Sullivan has prepared for BAFT and ITFA, following the release of the updated opinions covering the other English law MPAs, New York law MPAs and the Surety MPAs earlier this year, which can be read in full, here. Importantly, these opinions note that eligibility for credit risk mitigation (CRM) may only apply if the Participant shares in the fraud risk in the optional wording of Clause 11. As the 2008 English law MPA has long since been superseded, ITFA has announced that these are the final legal opinions that will be issued in respect of that document, reflecting both the age of the underlying template and the increasing difficulty of providing a clean opinion where one of the optional wordings is adopted. Geoffrey Wynne, head of Sullivan’s Trade & Export Finance Group, commented: “We are pleased to have continued our long-standing work with BAFT and ITFA advising on these CRR legal opinions for the 2008 English law MPA. Their publication completes the current suite of opinions available to members and provides support for institutions that continue to use the earlier version of the agreement. It is hoped that institutions will pay heed to reservations and react accordingly.” The Sullivan team advising BAFT and ITFA includes partners Geoffrey Wynne and Marian Boyle in London and partner Natalie Lederman in New York. About Sullivan Sullivan & Worcester (Sullivan) is a global law firm with lawyers in Boston, London, New York, Tel Aviv and Washington, D.C. Sullivan’s clients, including Fortune 500 companies, leading financial services firms and asset managers, boards of directors and emerging businesses, rely on Sullivan’s ability to navigate complex legal and operational landscapes and its commitment to best in class client service. For further information, please visit the firm’s website and LinkedIn.

Upon Review: The 2026 World Cup's Biggest Legal Stories

Ryan Rosenblatt was quoted in Law360's article, "Upon Review: The 2026 World Cup's Biggest Legal Stories," which examines the legal, regulatory and policy disputes that emerged during the 2026 World Cup, including issues involving FIFA's disciplinary decisions, immigration challenges, public art protections and the legal dispute surrounding Gillette Stadium's hosting of World Cup matches. Discussing the agreement reached between FIFA's affiliate Boston 2026 and the Town of Foxborough over security fees and other costs associated with the matches, Ryan said the resolution reflected the challenges of pursuing immediate litigation. "Because parties can always fight over being reimbursed for something as part of slower, longer litigation, courts typically decline to issue restraining orders or preliminary injunctions in cases that boil down to who owes who," Ryan said. "Here, that acknowledgment ended up with cooler heads prevailing; the applicants did what they needed to do to get the permit issued, and the cost will be sorted out on the back end. It was the right outcome, and hopefully it teaches a lesson about the need for municipal cooperation to other future applicants for events like this."

Litigation

Clients and Industries

Representative Client Work

Accolades

Litigation

Litigation

The Business Case for Litigation Avoidance

What Non-Celebrities Can Learn about Contract and Workplace Issues from the Lively/Baldoni Decision

New York Embraces Digital Trade Instruments

AI as a Legal Tool: What Companies Need to Know

Massachusetts SJC Rules That Statute of Repose Does Not Bar Contractual Indemnification Claim Against Architect

Massachusetts SJC Clarifies Law on Appellate Interest After Judgment Satisfied in Full Pending Appeal

Marian Boyle Co-Authors ITFA Guidance Note on ‘Regulatory Requirements and Market Practices for Legal Opinions in Credit Insurance’

Texas Court Blocks Federal Non-Compete Ban, Setting Up Appellate Challenge

Uncertainty Heightened as Two District Courts Reach Conflicting Conclusions on FTC Non-Compete Ban’s Enforceability

Federal Court Blocks the FTC’s Non-Compete Ban, but Only for Named Plaintiffs

FTC Issues Final Rule Banning Non-Competes

California Jury Stamps Its Approval on SEC’s Novel Shadow Trading Theory

Zoning and Development Newsletter

New York City Bans Discrimination Based on Height and Weight

Zoning and Development Newsletter

SEC’s Proposed Changes to Regulation S-P Would Overhaul Records and Information Requirements of Covered Institutions

Zoning and Development Newsletter

How Do Fintech And Other Startups Protect Themselves After Two Historic US Bank Failures?

Caught in a Revolving Door: The Supreme Court Determines Who Owes Honest Services

A Refresher on Legal Privileges for Client Communications

Court Strikes Down Use of Municipal Harbor Plans for Tidelands Licensing

A Better Way To Consider Collateral Consequences of Conviction

How I Made Partner: 'I Developed a Strong Habit of Saying "Yes" to New Opportunities,' Says Erika Todd of Sullivan & Worcester

Upholding the Finality of Arbitration Awards

SJC Rejects Contractual Liability Waivers for “Willful or Knowing” Violations of Chapter 93A

Massachusetts COVID Spike Delays Trial Period for Jury Trials

SJC Orders a Trial Period for…Jury Trials

The Fourth Amendment Downs 'Video Voyeurism' in Kraft SpaGate Case

Remote But In Control: Virtual Depositions are the New Normal

First Circuit Puts Universities at Risk for Claw Back of Tuition Payments

Litigation

Sullivan Advises BAFT and ITFA on Updated CRR Legal Opinions for the 2008 English Law Master Participation Agreement (MPA)

Upon Review: The 2026 World Cup's Biggest Legal Stories

Sullivan & Worcester Ranked in the Legal 500 United States 2026 Edition

Sullivan & Worcester Ranked in Chambers USA 2026 Edition

Media Coverage – Suffolk Superior Court Allows City of Boston Commercial Property Class Action to Proceed

Sullivan Attorneys Obtain Superior Court Win in Class-Action Tax Case

Sullivan Attorneys Selected to 2026 New York Metro Super Lawyers and Rising Stars Lists

Sullivan Attorneys Selected to 2026 Massachusetts Super Lawyers and Rising Stars Lists

FIFA May Be No Match For Town In World Cup Permit Spat

Sullivan & Worcester Ranked in The Legal 500 Boston Elite 2026

Sullivan & Worcester Announces Six Partner Elevations in Boston and New York

Cross-Border Securities Class-Action Litigation Ends Within Few Months In Consensual Dismissal

148 State Street Owner Sues City of Boston for Retaliatory Property Tax Assessments

Media Coverage - City of Boston Commercial Property Class Action

$32M Malpractice Suit Was Filed Too Late, Judge Says

Sullivan & Worcester Attorneys Named to 2025 Top Lawyers List by Boston Magazine

Sullivan & Worcester Achieves National and Regional Rankings in 2026 Best Law Firms® Listings

Sullivan Attorneys Selected to 2025 New York Metro Super Lawyers and Rising Stars Lists

Sullivan Attorneys Selected to 2025 Massachusetts Super Lawyers and Rising Stars Lists

Ryan Rosenblatt Named 2025 New England Legal Awards “Rising Star”

Sullivan Ranked in 2025 Chambers High Net Worth Guide

Sullivan & Worcester Ranked in the Legal 500 United States 2025 Edition

Sullivan & Worcester Ranked in Chambers USA 2025 Edition

10 Associates Talk Nerves, Preparation and Lessons Learned from Their First Arguments

Sullivan & Worcester’s Intellectual Property Group Honored in WTR 1000 2025 Rankings

Sullivan & Worcester Attorneys Named to 2024 Top Lawyers List by Boston Magazine

Sullivan & Worcester Achieves National and Regional Recognition in the 2025 Best Law Firms® Rankings

Sullivan Attorneys Recognized by New York Super Lawyers and Rising Stars

Sullivan Attorneys Named 2024 Massachusetts Super Lawyers and Rising Stars

Sullivan Earns Top Rankings in the 2024 Edition of The Legal 500 United States

Litigation

First Circuit Narrowly Preserves Workers’ Compensation Suit Against Canada

First Circuit Sees Fit To Reject Defamation Claim Arising From Employee Evaluation

Here's an IDEA from the First Circuit: Let the Kid Have His Dog

'Assured' Uncertainty: Why First Circuit's Decision Related to Puerto Rico's Insolvency May Shake Up the Municipal Bond Market

Cladding: Insurance Implications

Litigation

Sullivan & Worcester Ranked in the 2024 Edition of Chambers USA

Dan Schneider Sues WB For Defamation Over 'Quiet On Set'

FTC Issues Final Rule Banning Non-Competes

The Supreme Court of Israel Issues Groundbreaking Decision on Derivative Claims, Referencing Article Co-Authored by Sullivan Partner Amichay Tessler

Med Tech Co. Sues AI Maker Over Use Of 'Judi' Mark

Sullivan Attorneys Named to 2023 Top Lawyers List by Boston Magazine