Bruce Falby is a trial lawyer focusing on complex business disputes in state and federal courts and in arbitration. He has represented clients in a wide range of lawsuits involving breach of contract, business torts, securities fraud, partnership and joint venture disputes, and noncompetition and nondisclosure covenants.

Mr. Falby also has extensive experience in intellectual property litigation, and has represented private and publicly traded companies in lawsuits involving trademark infringement, computer software and technology development and licensing disputes, patent infringement, Internet issues and misappropriation of trade secrets.

Mr. Falby also regularly represents real estate developers and owners in litigation over real estate development, construction and operation. In addition, he has represented clients in product liability, personal injury, property damage and negligence actions.

Mr. Falby has been peer selected for inclusion on the Business Litigators list in multiple editions of The Best Lawyers in America. He also repeatedly has been named a Massachusetts Super Lawyer.

Selected Reported Decisions

• ClearShot Holdings, LLC v. National Grid Wireless Holdings, Inc., 2007 Mass. Super. LEXIS 524 (November 26, 2007).
• Blue Hills Office Park LLC v. J.P. Morgan Chase Bank, as Trustee, and CSFB 1999–C1 Royall Street, LLC, 477 F. Supp. 2d 366 (D. Mass. 2007).
• Ostler v. Codman Research Group, Inc., 241 F.3d 91 (1^st Cir. 2001)
• Lugosch v. Conroy, 985 F. Supp. 40 (D.R.I. 1997)
• Eastern Airlines, Inc. v. Chemical Bank, 1997 U.S. Dist. LEXIS 7380 (S.D.N.Y. 1997)
• In re Ionosphere Clubs, Inc., 177 B.R. 198 (Bank. S.D.N.Y. 1995)
• Jordan v. McDonald, 803 F. Supp. 493 (D.Mass. 1992)
• Page v. Moseley, Hallgarten, Estabrook & Weeden, Inc., 806 F.2d 291 (1^st Cir. 1986)

Representative Matters

General Business Litigation

• Representation of seller of a business that developed wireless towers and broadband lease agreements. Obtained summary judgment award totaling $7.3 million, with prejudgment interest and attorneys' fees, on breach of contract claims. The court found that the buyer breached the purchase agreement by failing to pay for additional leases and towers developed during a post-closing earnout period. The court rejected the buyer's $3 million counterclaim alleging fraud and breach of contract.
• Representation of lenders in case described by the court as a “high stakes, winner-takes-all, quintessentially complex commercial case.” After a nine-day federal court bench trial, defeated $14 million lender liability claim that the borrower had brought against our lender clients, and obtained a $17.5 million full recourse judgment on our clients' counterclaim against the borrower and guarantors based on violations of carve-outs to nonrecourse liability under the loan documents. After entry of judgment, the borrower and guarantors appealed, but then dropped their appeal and made a $17.25 million cash payment to our clients to resolve the case.
• Representation of chairman of independent state authority in dispute with governor over latter's power of removal.
• Representation of investors in venture capital funds asserting breaches of contract, breaches of fiduciary duty, Blue Sky violations and other claims.
• Representation of a health care software company and its chairman in federal court case in New Hampshire brought by former executive, who alleged the company had defrauded him of multimillion dollar stock options in violation of federal securities law. Tried case to jury verdict in favor of clients on all counts.
• Representation of officers of Bank of New England in federal court action brought by trustee of bank holding company alleging fraudulent conveyance of multimillion dollar assets to the holding company’s subsidiary banks for the benefit of the FDIC.
• Representation of an owner of corrugated box manufacturer in damages phase of state superior court action brought by would-be buyer of the company whose contract to purchase the company had already been found to have been breached. Tried case to jury verdict awarding small fraction of damages sought.
• Representation of a major speech recognition software company in dispute in bankruptcy court over asset purchase.
• Representation of terminated electronics components distributor bringing multimillion dollar claims against Texas Instruments, trying the case before a three-member American Arbitration Association panel.
• Representation of same electronics components distributor against seller of business bought by client, trying in arbitration various post-closing purchase agreement adjustments.
• Representation of manufacturer/installer of airport baggage systems in bid dispute with Massport.
• Representation of a pharmaceutical company in MDL litigation involving average wholesale pricing.
• Representation of a nationally known doctor of integrative medicine in arbitration with the publisher of his newsletter.
• Representation of a partner in Costa Rican fish farm in federal court lawsuit in Maine involving alleged breaches of fiduciary duty and interference with the sale of the farm.
• Representation of a hospital doctor/research scientist in dispute with venture capital company over the commercialization of his inventions.
• Representation of a major university in federal court securities action against major brokerage company alleging fraud in the sale of remarketed notes of a financial services corporation.
• Representation of an estate of bankrupt airline against major bank in adversary proceeding involving disputed chargebacks. Obtained seven-figure summary judgment award.
• Representation of a large Georgia bank in federal court securities action defending and defeating on summary judgment claims of federal securities fraud brought by investors in bank customer.
• Representation of a client defrauded by her investment advisor in federal court case in Massachusetts for securities fraud, achieving full recovery at trial in settlement reached immediately before closing arguments.
• Representation of an investor in trial of his claims against his broker in NASD (now FINRA) arbitration.
• Representation of beneficiary in will contest tried in probate court over disposition of Martha’s Vineyard whaling mansion.

Intellectual Property Litigation

• Representation of an electronics components distributor in federal court action in California asserting claims for trademark infringement and unfair competition against competitor, which was permanently enjoined from its infringing use.
• Representation of a telecommunications company in federal court in New Hampshire asserting claims for trademark infringement and enjoined the infringer’s initial public offering.
• Representation of a state lottery commission in dispute with television station over its use of lottery logos during segments announcing lottery results.
• Representation of a broker of computer parts in federal court action asserting Lanham Act claims against distributor from which it had purchased counterfeit computer memory modules, obtaining seven-figure settlement.
• Representation of an Internet direct marketing company and services provider in trademark infringement action, defeating opponent’s request for injunctive relief.
• Representation of a swimming pool company in arbitration involving trademark infringement by former owner of business, who was permanently enjoined from his infringing use.
• Representation of a manufacturer in patent infringement action to enforce patent for disposable electronic temperature monitoring devices against competitor.
• Representation of a major equipment manufacturer in patent litigation defending claims of infringement of a patent for catalytic, water-soluble polymeric films for metal coatings, obtaining dismissal of case.
• Representation of a well-known beer company in action in federal district court to obtain transfer of ownership of patent application involving misappropriated process and device for applying labels to bottles or packages, prevailing on summary judgment.
• Representation of a human resource management software developer bringing claims in federal court against former licensee for copyright infringement, breach of license agreement, and misappropriation of trade secrets.
• Representation of a major pharmaceutical company in copyright case alleging infringement of biological data-mining software.
• Representation of a large direct mail marketing company in copyright case alleging infringement of a copyright in direct mail advertisements.
• Representation of a licensee of speech recognition software in connection with claims brought by licensor alleging breach of the license agreement and copyright infringement.
• Representation of a computer systems manufacturer in state court action involving claims by software developer.
• Representation of a travel agency in lawsuit brought against the developers of software system that did not perform as promised.
• Representation of an exclusive licensee of desktop faxing software in lawsuit against the developer and licensor for disclosing trade secrets and confidential information in the licensed software to others.
• Representation of a manufacturer of temperature monitoring devices in lawsuit brought by licensors of technology used in the devices, alleging breach of the license agreement.
• Representation of a web site development company in dispute with large HMO over a web site development contract.
• Representation of a national apparel manufacturer in arbitration with software company involving functioning of integrated merchandise planning software.

Real Estate and Construction Litigation

• Representation of mortgage lender in Land Court trial of forged deed claim. After two-day trial, obtained decision rejecting plaintiffs' claims of forgery and upholding the validity of our client's mortgages.
• Representation of real estate developers in federal declaratory judgment action in Rhode Island against their limited partner to determine their right to own and develop Providence Place Mall, a $330 million project. Tried case jury-waived and obtained decision giving ownership and control of the project to clients.
• Representation of same developers of Providence Place Mall in case brought by limited partner seeking to force them to add millions of dollars of structural steel to support possible future office tower project to be built atop the mall. After week long trial in arbitration, obtained decision in favor of clients rejecting limited partner’s claims.
• Subsequent representation of developers of Providence Place Mall in all construction and lien litigation arising out of its construction, including $18 million claim by steel contractor.
• Representation of the owners of a multi-story apartment building, with persistent leaks in many units, asserting claims in state court for defective construction against the contractor. Obtained settlement requiring repair and monetary payment.
• Representation of commercial landlord in state court eviction action against Pitney Bowes, trying the case jury-waived in district court and to jury in superior court.
• Representation of a major New York bank in federal court action involving mezzanine loan financing of a Manhattan office building.
• Representation of a title insurer in Land Court trial of claims seeking equitable subordination of mortgage.
• Representation of a construction manager of old mill conversion bringing claims in arbitration against owner of the project, and obtained award of all amounts sought.
• Representation of a national property owner and builder in dispute with contractor over substantial construction defects in large apartment complex.
• Representation of a minority partner in federal court action involving amounts allegedly owed for capital contributions to single purpose real estate partnerships.
• Representation of a supermarket chain in state court action seeking damages resulting from negligence of its commercial landlord in allowing a fire to spread out of control and from landlord’s deliberate delay in demolition and failure to rebuild.
• Representation of a gas pipeline company in federal court action to determine damages owed to railroad for real property taken under the Natural Gas Act.

Employee/Employer Litigation

• Representation of a manufacturer of fiber materials in state court action against former employee for trade secret disclosure and violation of noncompete covenants.
• Representation of a former executive in action against company involving unfair treatment of shares in reorganization of company.
• Representation of a distributor in federal court diversity case in Massachusetts involving salesman’s claim for commissions, trying the case jury-waived to successful conclusion.
• Representation of an insurance company executive in state superior court bench trial involving breach of severance agreement by his former employee.
• Representation of a publicly traded web site development company and employees in state court action involving claims by competitor that client had wrongfully solicited and hired employees in violation of their noncompetition and nondisclosure agreements.
• Representation of an advertising agency in state court action in Rhode Island involving former employee’s noncompetition agreement.
• Representation of a manufacturer of sophisticated computer telephone switching system in action in New Hampshire to recover source code misappropriated by former employee.

认许

• Massachusetts
• United States District Court for the District of Massachusetts
• United States Court of Appeals for the First Circuit
• United States Court of Appeals for the Second Circuit

出版物

• "Guarantees and 'Bad Boy' Carve Outs," Mortgage and Asset Backed Securities Litigation Handbook, Chapter 5, Part III, Section B, (2008)
• "Don't Mess with the Collateral: A Cautionary Tale," CMBS World, Winter 2008.
• Massachusetts Real Estate Liens, Chapter 1 (Introduction to Liens) and Chapter 2 (Mortgages) (MCLE, Inc. 2d Supp. 2007)
• Comment, A Constitutional Right to Avoid Disclosure of Personal Matter: Perfecting Privacy Analysis in J.P. v. DeSanti, 653 F.2d 1080 (6th Cir. 1981), 71 Geo. L.J. 219 (1982) (proposing a three-part test for personal matters that ought to be constitutionally protected from disclosure; the test was adopted by the Arkansas Supreme Court in McCambridge v. The City of Little Rock, 298 Ark. 219, 230, 766 S.W.2d 909, 914 (1989) ("Falby's test for determining 'personal matters' is a fair standard"))

Seminars

• Panelist, ABA Teleconference - Reexamining Non-Recourse Carveouts in Light of Blue Hills (2007)
• Speaker, Intellectual Property Conference, Trade Secrets, Massachusetts Continuing Legal Education (2007)
• Speaker and Panelist, Boston Bar Association Annual IP Year in Review Seminar (since 2002)
• Speaker and Panelist, Civil Deposition Practice, Massachusetts Continuing Legal Education (2005, 2006, 2007)
• Speaker, Copyright Law Basics, Massachusetts Continuing Legal Education (2006)
• Speaker and Panelist, Intellectual Property Issues in M&A Transactions, ACG Technology Forum (December 2004)
• Speaker and Panelist, Web Site Liability Panel, Massachusetts Continuing Legal Education Annual New England Internet and E-Commerce Law Conference (2002)
• Speaker and Panelist, Massachusetts Software Council Legal Issues Series: “Licensing Issues”

工作经历信息

• The Honorable R. Lanier Anderson, III, United States Court of Appeals for the Eleventh Circuit, 1983-84.

公益与慈善

• Co-chair, Boston Bar Association, Litigation Section (2006- )
• Co-chair, Boston Bar Association Intellectual Property Litigation Committee (2004-2006)
• Co-chair, Boston Bar Association Computer and Internet Law Committee (2003-2004)
• Former Trustee, Former Co-Chair, Member, New Philharmonia Orchestra (1995-present)