Sullivan
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Biography

Pat is co-director of the Litigation Department. He has over 35 years of experience representing various parties in complicated contract, trust, real estate, and insolvency-related matters in State and Federal court. He is an active member of the firm's Associate Evaluation Committee and chair of its Pro Bono Committee.

Over the years Pat has focused his practice on the litigation and resolution of business disputes, including disputes involving fiduciary duties and creditors’ rights. He has represented plaintiffs and defendants, national and international creditors, debtors, creditors’ committees, and trustees in bankruptcy, as well as parties seeking to acquire or dispose of distressed assets. He helps clients solve complex and intractable business issues in all these areas.

Education
  • University of Chicago Law School (J.D.)
  • Georgetown University (B.A., magna cum laude)
Bar & Court Admissions
  • Massachusetts
  • U.S. District Court, District of Massachusetts
  • U.S. Tax Court
  • U.S. Court of Appeals for the First Circuit
  • U.S. Court of Appeals for the Third Circuit
  • Supreme Court of the United States
Professional Qualifications
  • Boston Bar Association
  • Board of Directors, Greater Boston Legal Services, 2013-present
  • Steering Committee for the Bankruptcy Section, Boston Bar Association, 2010-2013
  • Co-Chair, Boston Bar Association Bankruptcy Section Practice and Procedure Committee, 2012-2014
  • Co-Chair, Boston Bar Association Bankruptcy Section Pro Bono Committee, 2010-2011, 2011-2012
  • American Bankruptcy Institute
  • Joint Boston Bar Association/United States Bankruptcy Court Task Force on Financial Literacy, 2005-2010
  • One of eight practitioners appointed in 2004 to the Bankruptcy Merit Selection Panel by First Circuit Court of Appeals to assist in selection of a new bankruptcy judge for the District of Massachusetts
Awards & Honors
  • Boston Magazine Top Lawyers, Bankruptcy and Workout (2021-2025)
  • Best Lawyers’ Boston Litigation/Bankruptcy Lawyer of the Year (2016, 2024)
  • Best Lawyers in America® (2013-2026)
  • Chambers USA, Ranked in Bankruptcy/Restructuring (Massachusetts) (2009-2025)
  • Recommended by The Legal 500 U.S. (2013-2015, 2021-2026)
  • Massachusetts Super Lawyers (2004-2026)
  • Martindale-Hubbell AV Preeminent Attorney 
Viewpoints
All Viewpoints
Massachusetts SJC Rules That Statute of Repose Does Not Bar Contractual Indemnification Claim Against Architect
On April 16, 2025, the Massachusetts Supreme Judicial Court (the “SJC”) issued a decision concluding that a claim based on a negotiated contract providing for indemnification of damages caused by an architect’s negligence cannot be time barred under the statute of repose. The decision may noticeably impact negotiation and litigation of construction agreements going forward; parties in the construction industry need to pay careful attention to such provisions in their contracts. In the case, Trustees of Boston University v. Clough, Harbour & Associates LLP[1], the defendant architect agreed to design a new athletic field for Boston University. As part of the agreement, the sophisticated parties negotiated an express indemnification provision pursuant to which the architect promised to indemnify the university for “any and all” expenses incurred by the university as a result of the architect’s “negligen[t]” design. The SJC noted that this provision is not part of the American Institute of Architects (AIA) Standard Form of Agreement Between Owner and Architect, AIA Document B101-2007 used by the parties. When the university began to experience problems with the field after it first opened in 2013, it demanded, pursuant to the indemnification provision, that the architect indemnify it for the expenses. More than six years after the field opened, the university sued. The architect moved for summary judgment, relying on the statute of repose, and the Superior Court allowed the motion. Boston University appealed, and the SJC, recognizing the importance of the issue, took the case on direct appellate review, bypassing the Appeals Court. The SJC noted that the statute of repose[2] provides an automatic, nearly inviolable bar to actions of tort for damages arising out of “any deficiency or neglect in the design, planning, construction or general administration of an improvement to real property” if brought more than six (6) years after the earlier of (1) the opening of the improvement to use; or (2) substantial completion of the improvement and the taking of the possession for occupancy by the owner. The statute of repose does not, however, apply to contract actions; it is a limitation expressly applicable to actions of tort. The SJC therefore analyzed whether the action, although styled a contract claim, was really one of tort. In its analysis, the court noted that it would look beyond labels to examine the “gist of the action” to determine whether the tort statute of repose bars the claim.  The court wrote that determining where the gist of a claim falls depends largely on where the standard of performance is derived from. In contracts, the standard of performance is set by the defendant’s promises, whereas in tort, it is set by law. For example, the court observed that it has previously determined that the tort statute of repose applies to a claim for breach of an implied warranty, since the duty is imposed by law, and that the elements for breach of implied warranty and for negligence claims are the same. In contrast, it cited Gomes v. Pan Am. Associates[3] as an example of a contractual indemnification clause upheld in spite of a negligence claim brought more than six years after the property opened for use, where the parties freely and intelligently entered into a comprehensive contract of indemnification. Because in the Boston University case, the architect’s duty to indemnify the university was not one imposed by law, but rather, a promise to which the architect freely and intelligently chose to be bound, the SJC held that the gist of the action sounded in contract.[4] As a contract claim, the statute of repose could not apply, and the prior grant of summary judgment was reversed and remanded for further proceedings. Importance of the Decision As specifically noted in the SJC’s decision, the type of indemnification provision at issue, which included an indemnity for negligence, is not found in the standard AIA form most often used in construction contracting. That may change moving forward, but unless and until it does, the weight of negotiating such a clause into that type of contract has taken on additional importance. The statute of repose has long been a powerful shield for those in the construction industry to fend off lawsuits arising many years after completion of a project. There are very few ways to sue around a construction claim that arises more than six years after the project is complete. This decision now adds a meaningful sword to the arsenal of property owners for use in combating those protections. Relevant here, while the statute of repose is a strict six year limitation from completion of the project, the six year breach of contract limitation period only begins to run from the time of breach; in this case, that occurred when the architect refused to indemnify the university. Having that statute of limitations tolled pending a breach gives significant life to contract claims arising long after the project is completed. Parties on both sides of such construction contracts will need to consider how to approach negotiating indemnification provision moving forward. If they are not careful, construction professionals could find themselves liable for damages occurring decades after a construction project is completed. The Legislature’s response to the decision will be another intriguing area to watch. Caselaw is full of decisions noting the legislative intent in providing certainty and ironclad protections for construction professionals after six years, when they might otherwise forever be on the hook for latent defects in their work. Whether the Legislature takes action in response to this ruling remains to be seen; it may find that the SJC continued to honor its intent by only providing a carve out for those sophisticated parties willing to enter into a heavily negotiated indemnification provision, or it may feel that the loophole goes too far in adding pressure on construction professionals who may be forced to agree to provisions they would otherwise choose to reject. The Legislature’s response will be closely watched by the field. *** Sullivan’s Real Estate and Litigation teams are paying careful attention to these developments and stand ready to assist with the negotiation and litigation of such contracts and disputes. Please feel free to contact our attorneys with any questions on this significant development in construction law.    [1] 495 Mass. 682 (2025). [2] G.L. c. 260, § 2B, first par. [3] 406 Mass. 647, 648 (1990). [4] It further noted that, while not dispositive, because the complaint alleged breach of contract, the elements that the university would have to prove at trial differed from those in negligence, and supported the reading that the claim truly did sound in contract.
Massachusetts SJC Clarifies Law on Appellate Interest After Judgment Satisfied in Full Pending Appeal
On March 11, 2025, the Massachusetts Supreme Judicial Court (the “SJC”) issued a decision concluding that once a losing party satisfies a judgment in full, postjudgment interest stops running even if the losing party then appeals. The decision stands to have a potentially significant impact for Massachusetts litigants’ strategic appellate decisions going forward. In the case, H1Lincoln, Inc. v. S. Washington St., LLC[1], the defendants, having lost at trial, paid the entire amount of the more than $20 million judgment against them, in full, and proceeded to appeal. They argued that their payment meant that the judgment should therefore have been considered fully satisfied regardless of their appellate rights, and so postjudgment interest should stop running. The Superior Court motion judge disagreed and ruled to allow postjudgment interest to continue to accrue pending appeal. In taking up the case, the SJC dealt with the issue in the context of a 2021 SJC decision (“Governo”)[2] which had held that conditional payments do not constitute full satisfaction of a judgment. In Governo, the defendants sought to deposit funds with the court (effectively in escrow) pending appeal. The defendant offered to release the deposited funds immediately if the plaintiff did not appeal, but to keep the deposit if an appeal proceeded. The SJC noted that such a conditional payment of a judgment cannot stop the accrual of postjudgment interest, as it prevents the plaintiff from having use of the funds unless it agreed to forfeit its right to appeal.   In H1 Lincoln, the evolved question therefore became: “whether a payment in full by a judgment debtor who intends to appeal is only a ‘conditional payment.’” The SJC concluded that “full payment of a judgment fully satisfies the [postjudgment interest] statutory requirement and terminates the accrual of interest, even if the judgment debtor pursues an appeal.” The SJC supported its rationale by reiterating the established premise that postjudgment interest is not punitive, but rather compensatory. It found support in the postjudgment interest statute’s history, noting that “the purpose of postjudgment interest is to compensate the prevailing party for the loss of the use of money” when a judgment is not immediately paid. The statutory purpose thereby puts “the judgment creditor and the judgment debtor in the same position they would have enjoyed had the debtor paid the judgment promptly.”  Where the plaintiff in such circumstances is made whole by virtue of a fully satisfied judgment, the Court reasoned, there can be no further compensatory need to run the interest clock any further. The Court further noted that it would be contrary to the Legislature’s intent in a statute designed to encourage prompt payment to read the law in a way that would discourage judgment debtors who exercise their right to appeal from paying the entire judgment up front.   Importance of the Decision As Massachusetts litigators are well aware (but others may not be), statutory postjudgment interest in Massachusetts accrues at an incredible rate of 12% per annum. Such an unusually high interest rate can be a debilitating stumbling block to a party considering an appeal; after all, appeals can take upwards of a year (or more), during which time interest is steadily accruing. The skyrocketing cost of a potential loss plus 12% interest certainly complicates the decision on whether to pursue a meritorious appeal.  This new decision gives would-be appellants more strategic breathing room. If they so choose, such parties can now pay the judgment in full and then prosecute an appeal, knowing they will not be on the hook for endlessly accruing 12% interest. Of course, this strategy is only of interest to parties capable of paying the underlying judgment in the first place. Nonetheless, it adds a layer of flexibility for litigants who might have otherwise written off their appeal rights as prohibitively expensive.  The Natural Next Question – What if the Appeal Succeeds? The plaintiff in H1 Lincoln argued, unsuccessfully, that it should continue to accrue interest as it did not truly have full use and enjoyment of the judgment as-paid, “because the payment remains subject to risk and uncertainties of appeal.” The SJC was more persuaded by the defendants’ response: that defendants assumed a significant financial risk in paying the judgment because the plaintiff might dissipate all of the funds before the defendants had an opportunity to prevail on appeal.  In contemplating this point, the decision proceeded to mention, but not answer, the question of what does happen if the appeal is successful.  Clearly, a successful appeal is pointless if the previously paid judgment proves unrecoverable. Fortunately, courts have the inherent authority to order restitution, as recognized by the Restatement of Restitution § 74, and at least one unreported Massachusetts decision.[3] What remains murky is how such restitution would be handled and executed in practice. The refund process during a successful appeal therefore remains an important consideration for parties involved in both paying judgments and appealing them. * * * Ultimately, while the H1 Lincoln decision clarifies postjudgment interest considerations surrounding appellate rights, the issue of restitution in the event of a successful appeal remains a significant consideration for successful and unsuccessful litigants’ strategies in similar cases.            [1] SJC-13651, 2025 WL 757719 (Mass. Mar. 11, 2025). [2] Governo Law Firm LLC v. Bergeron, 487 Mass. 188 (2021). [3] Dombrowski v. Cronin, 2001 Mass. App. Div. 194, 2001 WL 1021054, at *2 (Mass. App. Div. Aug. 28, 2001).
Top Tier Firm, Legal 500 United States 2026
Sullivan & Worcester Ranked in the Legal 500 United States 2026 Edition
Boston, MA – Sullivan & Worcester announced that its practice groups and attorneys have been ranked and recommended in the Legal 500 United States 2026. The firm’s Real Estate practice was newly ranked Tier 1 in the “Real estate – mid-market ($0-500m)” category and the firm maintained rankings across a variety of practice areas. Partners Nicole Crum and John Steiner were newly ranked as Leading Partners and Ryan Rosenblatt as a Next Generation Partner. Peers and more than 300,000 corporate counsel were surveyed and interviewed globally in the past 12 months to assess law firms’ overall visibility and reputation, culminating in detailed rankings and editorial. The Legal 500 is an independent guide, and firms and individuals are recommended purely on merit. Sullivan's lawyers received the following rankings: Leading Partners: The Legal 500’s Guide to Outstanding Lawyers Nationwide Benjamin Armour - M&A: Middle-Market (Sub-$500m); M&A: middle-market ($0-250m) Ameek Ashok Ponda - Real Estate Investment Trusts (REITs)  Nicole Crum - Mutual/registered/exchange-traded funds Lewis Segall - M&A: Middle-Market (Sub-$500m); M&A: middle-market ($0-250m) John Steiner - Real estate – mid-market ($0-500m) Douglas Stransky - International Tax Joel Telpner - Fintech Next Generation Partners: The Legal 500’s Guide to Up-and-Coming Lawyers Nationwide Ryan Rosenblatt - General commercial disputes – mid-market ($250-500m) Sarah Wellings - Real Estate Investment Trusts (REITs) Practice Areas Ranked and Attorneys Recognized Corporate Governance “Our lead partner, Nicole Crum, who leads the investment industry practice, is exceptional. She demonstrates strong industry knowledge yet is very personable and anticipates what we need to know or what we should consider doing to handle any matter. The team roll up their sleeves and provide recommendations as to how we as a board should handle any matter. Strong service commitment and work ethic!” “The team we have at Sullivan & Worcester has served our company for years and knows the management team, staff as well as our board members. They are extremely responsive and proactive and anticipate what we should be aware of, concerned about, excited about, and how to handle oversight, processes and protocols to ensure we are carrying out our fiduciary duties. The partners are experts in this industry.” Leading Partner: Nicole Crum Recommended Lawyers: Howard Berkenblit, David Leahy Dispute Resolution/General Commercial Disputes “Diverse skillset. Client centric. Transparency. Urgency provided on all matters.” “I have worked with Gerry Silver for over 15 years and have found his pragmatic approach to complex matters refreshing. He understands our business, culture and market, and will give me his opinion in a digestible manner.” Next Generation Partner: Ryan Rosenblatt Recommended Lawyers: Gerry Silver, Patrick Dinardo, Laura Steinberg, Michael Sullivan, Amy Zuccarello, Erika Todd, Christopher Shields, Anna Lea McNerney Employee Benefits, Executive Compensation and Retirement Plans: Design “The level of expertise is top shelf. David Guadagnoli seems to know all of ERISA and IRS rulings.” “David Guadagnoli and Amy Sheridan both have superior knowledge in their respective areas. I value the ability to raise issues whether simple or complex. The firm takes the same diligent approach across all spectrums of complexity.” Recommended Lawyers: David Guadagnoli, Amy Sheridan Environment: Transactional Fintech “Sullivan & Worcester is one of the finest firms with which I have worked.” “The lawyers are excellent, and the firm consistently provides the highest quality of customer service.” Leading Partner: Joel Telpner Recommended Lawyers: Natalie Lederman, Benjamin Armour, Scott Kaufman, Harvey Bines, Christopher Curtis Land Use/Zoning Recommended Lawyers: Gregory Sampson, Ashley Brooks, Victor Baltera, Karen Kepler, Ashley Tan M&A: Corporate and Commercial: Venture Capital and Emerging Companies Recommended Lawyers: Scott Kaufman, Lewis Segall, Benjamin Armour, Michael Student M&A: Middle-Market ($0-250m) “The partner Lewis Segall has been working with our company for 15 years and we have a good working relationship with him. He knows our history and very attentive to our needs.” “Lewis Segall is very attentive to our needs. We very much value him.” Leading Partners: Benjamin Armour, Lewis Segall Recommended Lawyers: Natalie Lederman Mutual/Registered/Exchange-Traded Funds “Sullivan & Worcester's practice is defined by its deep expertise in investment funds and its ability to deliver clear, commercially grounded advice across the full fund lifecycle—from formation and structuring to regulatory compliance and complex transactions.” “The team is highly experienced, collaborative, and excel in efficient execution and clear communication.” Leading Partner: Nicole Crum Recommended Lawyers: David Leahy, David Mahaffey, Rachael Schwartz Real Estate Leading Partner: John Steiner Recommended Lawyers: Ashley Brooks, Karen Kepler, Gregory Sampson, Sharon Leifer, Louis Monti, Spencer Stone, Ashley Tan Real Estate Investment Trusts (REITs) “We have built multiple complex and sophisticated REIT platforms over the years and worked with many top-tier REIT specialists, but Sullivan’s REIT practice is by far the best, with Sarah Wellings.” Leading Partner: Ameek Ashok Ponda Next Generation Partner: Sarah Wellings Recommended Lawyers: Angela Gomes, Louis Monti, Shu Wei, Cameron Cosby International Tax “The international collaboration with S&W is exceptional.” “What really stands out is their willingness to engage, openness to different ideas and opinions, clearly expressed expectations, and clients' objectives.” Leading Partner: Douglas Stransky Recommended Lawyers: Lewis Greenwald, Eric Rietveld Tax > US Taxes: Contentious Recommended Lawyers: Richard Jones, David Nagle, Daniel Ryan, Caroline Kupiec Tax > US Taxes: Non-Contentious “Sarah Wellings is, quite simply, the best lawyer we have ever worked with. Her expertise extends far beyond tax and REIT matters, encompassing governance, financing, and complex commercial issues. Decades of experience and technical mastery make her an indispensable partner. Sarah is our central point of contact who makes everything seamless. Her in-house counsel background gives her a unique client perspective: she anticipates needs, solves problems before they arise, and delivers concise, well-structured updates that simplify even the most intricate issues. She coordinates effortlessly with all parties involved. Her judgment is exceptional. Sarah strikes the perfect balance between comprehensive academic rigor and practical, business-oriented advice. She combines technical REIT/tax excellence with commercial instincts, ensuring every recommendation is both legally sound and strategically smart. Her ability to translate complex law into clear, actionable guidance is unmatched. Sarah is incredibly responsive without ever sacrificing quality. She treats our matters as her own, demonstrating a rare ownership mindset and collaborative spirit. Her integrity is uncompromising, giving us absolute confidence in her counsel. In short, Sarah Wellings defines legal excellence: reliable, commercially minded, and client-focused. Working with her feels like being in the safest possible hands; she consistently exceeds expectations and orchestrates complex transactions with clarity and precision.” Recommended Lawyers: Ameek Ashok Ponda, Richard Jones, Douglas Stransky, Sarah Wellings About Sullivan Sullivan & Worcester (Sullivan) is a premier international 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, real estate companies, and emerging businesses, rely on Sullivan’s ability to navigate complex legal and operational landscapes, the impeccable judgment of its lawyers, and its commitment to best-in-class client service.
Media Coverage – Suffolk Superior Court Allows City of Boston Commercial Property Class Action to Proceed
Suffolk Superior Court recently denied the City of Boston’s motion to dismiss a proposed class action lawsuit challenging alleged retaliatory property tax assessment practices affecting commercial property owners who appealed their assessments before the Massachusetts Appellate Tax Board. The lawsuit, filed by Sullivan & Worcester and Pioneer New England Legal Foundation on behalf of HS148SST LLC, owner of 148 State Street, alleges that the City improperly increased valuations for certain commercial properties following assessment appeals. The Court’s ruling allows the plaintiffs’ principal claims to proceed. The matter has attracted coverage from several regional and legal news outlets, including: Law360 – “Judge Won’t Toss Boston Property Tax Retaliation Claims” The Boston Globe – "Judge Allows Property Tax Lawsuit Against City to Move Forward" Boston Herald – "Judge Denies Boston's Motion to Dismiss Lawsuit Alleging Retaliatory Commercial Property Tax Inflation" Boston Business Journal – "Judge Allows Boston Tax-Assessment Lawsuit to Proceed" The Sullivan team includes Nicholas O'Donnell, Patrick Dinardo and Ryan Rosenblatt.

Patrick P. Dinardo

Pat is co-director of the Litigation Department. He has over 35 years of experience representing various parties in complicated contract, trust, real estate, and insolvency-related matters in State and Federal court. He is an active member of the firm's Associate Evaluation Committee and chair of its Pro Bono Committee.

Over the years Pat has focused his practice on the litigation and resolution of business disputes, including disputes involving fiduciary duties and creditors’ rights. He has represented plaintiffs and defendants, national and international creditors, debtors, creditors’ committees, and trustees in bankruptcy, as well as parties seeking to acquire or dispose of distressed assets. He helps clients solve complex and intractable business issues in all these areas.

Viewpoints
All Viewpoints
Massachusetts SJC Rules That Statute of Repose Does Not Bar Contractual Indemnification Claim Against Architect
On April 16, 2025, the Massachusetts Supreme Judicial Court (the “SJC”) issued a decision concluding that a claim based on a negotiated contract providing for indemnification of damages caused by an architect’s negligence cannot be time barred under the statute of repose. The decision may noticeably impact negotiation and litigation of construction agreements going forward; parties in the construction industry need to pay careful attention to such provisions in their contracts. In the case, Trustees of Boston University v. Clough, Harbour & Associates LLP[1], the defendant architect agreed to design a new athletic field for Boston University. As part of the agreement, the sophisticated parties negotiated an express indemnification provision pursuant to which the architect promised to indemnify the university for “any and all” expenses incurred by the university as a result of the architect’s “negligen[t]” design. The SJC noted that this provision is not part of the American Institute of Architects (AIA) Standard Form of Agreement Between Owner and Architect, AIA Document B101-2007 used by the parties. When the university began to experience problems with the field after it first opened in 2013, it demanded, pursuant to the indemnification provision, that the architect indemnify it for the expenses. More than six years after the field opened, the university sued. The architect moved for summary judgment, relying on the statute of repose, and the Superior Court allowed the motion. Boston University appealed, and the SJC, recognizing the importance of the issue, took the case on direct appellate review, bypassing the Appeals Court. The SJC noted that the statute of repose[2] provides an automatic, nearly inviolable bar to actions of tort for damages arising out of “any deficiency or neglect in the design, planning, construction or general administration of an improvement to real property” if brought more than six (6) years after the earlier of (1) the opening of the improvement to use; or (2) substantial completion of the improvement and the taking of the possession for occupancy by the owner. The statute of repose does not, however, apply to contract actions; it is a limitation expressly applicable to actions of tort. The SJC therefore analyzed whether the action, although styled a contract claim, was really one of tort. In its analysis, the court noted that it would look beyond labels to examine the “gist of the action” to determine whether the tort statute of repose bars the claim.  The court wrote that determining where the gist of a claim falls depends largely on where the standard of performance is derived from. In contracts, the standard of performance is set by the defendant’s promises, whereas in tort, it is set by law. For example, the court observed that it has previously determined that the tort statute of repose applies to a claim for breach of an implied warranty, since the duty is imposed by law, and that the elements for breach of implied warranty and for negligence claims are the same. In contrast, it cited Gomes v. Pan Am. Associates[3] as an example of a contractual indemnification clause upheld in spite of a negligence claim brought more than six years after the property opened for use, where the parties freely and intelligently entered into a comprehensive contract of indemnification. Because in the Boston University case, the architect’s duty to indemnify the university was not one imposed by law, but rather, a promise to which the architect freely and intelligently chose to be bound, the SJC held that the gist of the action sounded in contract.[4] As a contract claim, the statute of repose could not apply, and the prior grant of summary judgment was reversed and remanded for further proceedings. Importance of the Decision As specifically noted in the SJC’s decision, the type of indemnification provision at issue, which included an indemnity for negligence, is not found in the standard AIA form most often used in construction contracting. That may change moving forward, but unless and until it does, the weight of negotiating such a clause into that type of contract has taken on additional importance. The statute of repose has long been a powerful shield for those in the construction industry to fend off lawsuits arising many years after completion of a project. There are very few ways to sue around a construction claim that arises more than six years after the project is complete. This decision now adds a meaningful sword to the arsenal of property owners for use in combating those protections. Relevant here, while the statute of repose is a strict six year limitation from completion of the project, the six year breach of contract limitation period only begins to run from the time of breach; in this case, that occurred when the architect refused to indemnify the university. Having that statute of limitations tolled pending a breach gives significant life to contract claims arising long after the project is completed. Parties on both sides of such construction contracts will need to consider how to approach negotiating indemnification provision moving forward. If they are not careful, construction professionals could find themselves liable for damages occurring decades after a construction project is completed. The Legislature’s response to the decision will be another intriguing area to watch. Caselaw is full of decisions noting the legislative intent in providing certainty and ironclad protections for construction professionals after six years, when they might otherwise forever be on the hook for latent defects in their work. Whether the Legislature takes action in response to this ruling remains to be seen; it may find that the SJC continued to honor its intent by only providing a carve out for those sophisticated parties willing to enter into a heavily negotiated indemnification provision, or it may feel that the loophole goes too far in adding pressure on construction professionals who may be forced to agree to provisions they would otherwise choose to reject. The Legislature’s response will be closely watched by the field. *** Sullivan’s Real Estate and Litigation teams are paying careful attention to these developments and stand ready to assist with the negotiation and litigation of such contracts and disputes. Please feel free to contact our attorneys with any questions on this significant development in construction law.    [1] 495 Mass. 682 (2025). [2] G.L. c. 260, § 2B, first par. [3] 406 Mass. 647, 648 (1990). [4] It further noted that, while not dispositive, because the complaint alleged breach of contract, the elements that the university would have to prove at trial differed from those in negligence, and supported the reading that the claim truly did sound in contract.
Massachusetts SJC Clarifies Law on Appellate Interest After Judgment Satisfied in Full Pending Appeal
On March 11, 2025, the Massachusetts Supreme Judicial Court (the “SJC”) issued a decision concluding that once a losing party satisfies a judgment in full, postjudgment interest stops running even if the losing party then appeals. The decision stands to have a potentially significant impact for Massachusetts litigants’ strategic appellate decisions going forward. In the case, H1Lincoln, Inc. v. S. Washington St., LLC[1], the defendants, having lost at trial, paid the entire amount of the more than $20 million judgment against them, in full, and proceeded to appeal. They argued that their payment meant that the judgment should therefore have been considered fully satisfied regardless of their appellate rights, and so postjudgment interest should stop running. The Superior Court motion judge disagreed and ruled to allow postjudgment interest to continue to accrue pending appeal. In taking up the case, the SJC dealt with the issue in the context of a 2021 SJC decision (“Governo”)[2] which had held that conditional payments do not constitute full satisfaction of a judgment. In Governo, the defendants sought to deposit funds with the court (effectively in escrow) pending appeal. The defendant offered to release the deposited funds immediately if the plaintiff did not appeal, but to keep the deposit if an appeal proceeded. The SJC noted that such a conditional payment of a judgment cannot stop the accrual of postjudgment interest, as it prevents the plaintiff from having use of the funds unless it agreed to forfeit its right to appeal.   In H1 Lincoln, the evolved question therefore became: “whether a payment in full by a judgment debtor who intends to appeal is only a ‘conditional payment.’” The SJC concluded that “full payment of a judgment fully satisfies the [postjudgment interest] statutory requirement and terminates the accrual of interest, even if the judgment debtor pursues an appeal.” The SJC supported its rationale by reiterating the established premise that postjudgment interest is not punitive, but rather compensatory. It found support in the postjudgment interest statute’s history, noting that “the purpose of postjudgment interest is to compensate the prevailing party for the loss of the use of money” when a judgment is not immediately paid. The statutory purpose thereby puts “the judgment creditor and the judgment debtor in the same position they would have enjoyed had the debtor paid the judgment promptly.”  Where the plaintiff in such circumstances is made whole by virtue of a fully satisfied judgment, the Court reasoned, there can be no further compensatory need to run the interest clock any further. The Court further noted that it would be contrary to the Legislature’s intent in a statute designed to encourage prompt payment to read the law in a way that would discourage judgment debtors who exercise their right to appeal from paying the entire judgment up front.   Importance of the Decision As Massachusetts litigators are well aware (but others may not be), statutory postjudgment interest in Massachusetts accrues at an incredible rate of 12% per annum. Such an unusually high interest rate can be a debilitating stumbling block to a party considering an appeal; after all, appeals can take upwards of a year (or more), during which time interest is steadily accruing. The skyrocketing cost of a potential loss plus 12% interest certainly complicates the decision on whether to pursue a meritorious appeal.  This new decision gives would-be appellants more strategic breathing room. If they so choose, such parties can now pay the judgment in full and then prosecute an appeal, knowing they will not be on the hook for endlessly accruing 12% interest. Of course, this strategy is only of interest to parties capable of paying the underlying judgment in the first place. Nonetheless, it adds a layer of flexibility for litigants who might have otherwise written off their appeal rights as prohibitively expensive.  The Natural Next Question – What if the Appeal Succeeds? The plaintiff in H1 Lincoln argued, unsuccessfully, that it should continue to accrue interest as it did not truly have full use and enjoyment of the judgment as-paid, “because the payment remains subject to risk and uncertainties of appeal.” The SJC was more persuaded by the defendants’ response: that defendants assumed a significant financial risk in paying the judgment because the plaintiff might dissipate all of the funds before the defendants had an opportunity to prevail on appeal.  In contemplating this point, the decision proceeded to mention, but not answer, the question of what does happen if the appeal is successful.  Clearly, a successful appeal is pointless if the previously paid judgment proves unrecoverable. Fortunately, courts have the inherent authority to order restitution, as recognized by the Restatement of Restitution § 74, and at least one unreported Massachusetts decision.[3] What remains murky is how such restitution would be handled and executed in practice. The refund process during a successful appeal therefore remains an important consideration for parties involved in both paying judgments and appealing them. * * * Ultimately, while the H1 Lincoln decision clarifies postjudgment interest considerations surrounding appellate rights, the issue of restitution in the event of a successful appeal remains a significant consideration for successful and unsuccessful litigants’ strategies in similar cases.            [1] SJC-13651, 2025 WL 757719 (Mass. Mar. 11, 2025). [2] Governo Law Firm LLC v. Bergeron, 487 Mass. 188 (2021). [3] Dombrowski v. Cronin, 2001 Mass. App. Div. 194, 2001 WL 1021054, at *2 (Mass. App. Div. Aug. 28, 2001).
Top Tier Firm, Legal 500 United States 2026
Sullivan & Worcester Ranked in the Legal 500 United States 2026 Edition
Boston, MA – Sullivan & Worcester announced that its practice groups and attorneys have been ranked and recommended in the Legal 500 United States 2026. The firm’s Real Estate practice was newly ranked Tier 1 in the “Real estate – mid-market ($0-500m)” category and the firm maintained rankings across a variety of practice areas. Partners Nicole Crum and John Steiner were newly ranked as Leading Partners and Ryan Rosenblatt as a Next Generation Partner. Peers and more than 300,000 corporate counsel were surveyed and interviewed globally in the past 12 months to assess law firms’ overall visibility and reputation, culminating in detailed rankings and editorial. The Legal 500 is an independent guide, and firms and individuals are recommended purely on merit. Sullivan's lawyers received the following rankings: Leading Partners: The Legal 500’s Guide to Outstanding Lawyers Nationwide Benjamin Armour - M&A: Middle-Market (Sub-$500m); M&A: middle-market ($0-250m) Ameek Ashok Ponda - Real Estate Investment Trusts (REITs)  Nicole Crum - Mutual/registered/exchange-traded funds Lewis Segall - M&A: Middle-Market (Sub-$500m); M&A: middle-market ($0-250m) John Steiner - Real estate – mid-market ($0-500m) Douglas Stransky - International Tax Joel Telpner - Fintech Next Generation Partners: The Legal 500’s Guide to Up-and-Coming Lawyers Nationwide Ryan Rosenblatt - General commercial disputes – mid-market ($250-500m) Sarah Wellings - Real Estate Investment Trusts (REITs) Practice Areas Ranked and Attorneys Recognized Corporate Governance “Our lead partner, Nicole Crum, who leads the investment industry practice, is exceptional. She demonstrates strong industry knowledge yet is very personable and anticipates what we need to know or what we should consider doing to handle any matter. The team roll up their sleeves and provide recommendations as to how we as a board should handle any matter. Strong service commitment and work ethic!” “The team we have at Sullivan & Worcester has served our company for years and knows the management team, staff as well as our board members. They are extremely responsive and proactive and anticipate what we should be aware of, concerned about, excited about, and how to handle oversight, processes and protocols to ensure we are carrying out our fiduciary duties. The partners are experts in this industry.” Leading Partner: Nicole Crum Recommended Lawyers: Howard Berkenblit, David Leahy Dispute Resolution/General Commercial Disputes “Diverse skillset. Client centric. Transparency. Urgency provided on all matters.” “I have worked with Gerry Silver for over 15 years and have found his pragmatic approach to complex matters refreshing. He understands our business, culture and market, and will give me his opinion in a digestible manner.” Next Generation Partner: Ryan Rosenblatt Recommended Lawyers: Gerry Silver, Patrick Dinardo, Laura Steinberg, Michael Sullivan, Amy Zuccarello, Erika Todd, Christopher Shields, Anna Lea McNerney Employee Benefits, Executive Compensation and Retirement Plans: Design “The level of expertise is top shelf. David Guadagnoli seems to know all of ERISA and IRS rulings.” “David Guadagnoli and Amy Sheridan both have superior knowledge in their respective areas. I value the ability to raise issues whether simple or complex. The firm takes the same diligent approach across all spectrums of complexity.” Recommended Lawyers: David Guadagnoli, Amy Sheridan Environment: Transactional Fintech “Sullivan & Worcester is one of the finest firms with which I have worked.” “The lawyers are excellent, and the firm consistently provides the highest quality of customer service.” Leading Partner: Joel Telpner Recommended Lawyers: Natalie Lederman, Benjamin Armour, Scott Kaufman, Harvey Bines, Christopher Curtis Land Use/Zoning Recommended Lawyers: Gregory Sampson, Ashley Brooks, Victor Baltera, Karen Kepler, Ashley Tan M&A: Corporate and Commercial: Venture Capital and Emerging Companies Recommended Lawyers: Scott Kaufman, Lewis Segall, Benjamin Armour, Michael Student M&A: Middle-Market ($0-250m) “The partner Lewis Segall has been working with our company for 15 years and we have a good working relationship with him. He knows our history and very attentive to our needs.” “Lewis Segall is very attentive to our needs. We very much value him.” Leading Partners: Benjamin Armour, Lewis Segall Recommended Lawyers: Natalie Lederman Mutual/Registered/Exchange-Traded Funds “Sullivan & Worcester's practice is defined by its deep expertise in investment funds and its ability to deliver clear, commercially grounded advice across the full fund lifecycle—from formation and structuring to regulatory compliance and complex transactions.” “The team is highly experienced, collaborative, and excel in efficient execution and clear communication.” Leading Partner: Nicole Crum Recommended Lawyers: David Leahy, David Mahaffey, Rachael Schwartz Real Estate Leading Partner: John Steiner Recommended Lawyers: Ashley Brooks, Karen Kepler, Gregory Sampson, Sharon Leifer, Louis Monti, Spencer Stone, Ashley Tan Real Estate Investment Trusts (REITs) “We have built multiple complex and sophisticated REIT platforms over the years and worked with many top-tier REIT specialists, but Sullivan’s REIT practice is by far the best, with Sarah Wellings.” Leading Partner: Ameek Ashok Ponda Next Generation Partner: Sarah Wellings Recommended Lawyers: Angela Gomes, Louis Monti, Shu Wei, Cameron Cosby International Tax “The international collaboration with S&W is exceptional.” “What really stands out is their willingness to engage, openness to different ideas and opinions, clearly expressed expectations, and clients' objectives.” Leading Partner: Douglas Stransky Recommended Lawyers: Lewis Greenwald, Eric Rietveld Tax > US Taxes: Contentious Recommended Lawyers: Richard Jones, David Nagle, Daniel Ryan, Caroline Kupiec Tax > US Taxes: Non-Contentious “Sarah Wellings is, quite simply, the best lawyer we have ever worked with. Her expertise extends far beyond tax and REIT matters, encompassing governance, financing, and complex commercial issues. Decades of experience and technical mastery make her an indispensable partner. Sarah is our central point of contact who makes everything seamless. Her in-house counsel background gives her a unique client perspective: she anticipates needs, solves problems before they arise, and delivers concise, well-structured updates that simplify even the most intricate issues. She coordinates effortlessly with all parties involved. Her judgment is exceptional. Sarah strikes the perfect balance between comprehensive academic rigor and practical, business-oriented advice. She combines technical REIT/tax excellence with commercial instincts, ensuring every recommendation is both legally sound and strategically smart. Her ability to translate complex law into clear, actionable guidance is unmatched. Sarah is incredibly responsive without ever sacrificing quality. She treats our matters as her own, demonstrating a rare ownership mindset and collaborative spirit. Her integrity is uncompromising, giving us absolute confidence in her counsel. In short, Sarah Wellings defines legal excellence: reliable, commercially minded, and client-focused. Working with her feels like being in the safest possible hands; she consistently exceeds expectations and orchestrates complex transactions with clarity and precision.” Recommended Lawyers: Ameek Ashok Ponda, Richard Jones, Douglas Stransky, Sarah Wellings About Sullivan Sullivan & Worcester (Sullivan) is a premier international 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, real estate companies, and emerging businesses, rely on Sullivan’s ability to navigate complex legal and operational landscapes, the impeccable judgment of its lawyers, and its commitment to best-in-class client service.
Media Coverage – Suffolk Superior Court Allows City of Boston Commercial Property Class Action to Proceed
Suffolk Superior Court recently denied the City of Boston’s motion to dismiss a proposed class action lawsuit challenging alleged retaliatory property tax assessment practices affecting commercial property owners who appealed their assessments before the Massachusetts Appellate Tax Board. The lawsuit, filed by Sullivan & Worcester and Pioneer New England Legal Foundation on behalf of HS148SST LLC, owner of 148 State Street, alleges that the City improperly increased valuations for certain commercial properties following assessment appeals. The Court’s ruling allows the plaintiffs’ principal claims to proceed. The matter has attracted coverage from several regional and legal news outlets, including: Law360 – “Judge Won’t Toss Boston Property Tax Retaliation Claims” The Boston Globe – "Judge Allows Property Tax Lawsuit Against City to Move Forward" Boston Herald – "Judge Denies Boston's Motion to Dismiss Lawsuit Alleging Retaliatory Commercial Property Tax Inflation" Boston Business Journal – "Judge Allows Boston Tax-Assessment Lawsuit to Proceed" The Sullivan team includes Nicholas O'Donnell, Patrick Dinardo and Ryan Rosenblatt.

Patrick P. Dinardo

Patrick P. Dinardo