Areas of Practice & Representative Cases

MERGER & ACQUISITION DISPUTES

Mr. Sullivan has represented companies in the automotive, telecommunications, computer, wood products, and healthcare industries in connection with disputes from mergers and acquisitions.

Representative cases include:

Enterprise Holdings, Inc. v. TPG Growth (Del. Chancery Court) in which Enterprise successfully recovered escrow funds based on purchase price adjustment proceedings and indemnity claims stemming from the purchase of vRide Holdings, a ride sharing company for commuting to work.

Dana Holding Corporation v. Metalsa (ICC Arbitration, New York), successfully represented Dana in disputes over purchase price adjustments and indemnity claims following the sale of Dana’s structural products division, recovering millions of dollars for Dana and defeating claims of Metalsa.

NorthPoint Communications Group, Inc. v. Verizon Communications, Inc. (San Francisco County Superior Court), in which the client, NorthPoint, recovered $175 million as part of a settlement following Verizon’s termination of the proposed merger.

Coram Healthcare Corp. v. Caremark Int’l (San Francisco County, California, Superior Court), in which the client, Coram, recovered $165 million of the $310 million purchase price based on claims that Caremark misrepresented numerous aspects of the acquired home healthcare business.

HDX Corporation v. Zonare Medical Systems, Inc., et al. (AAA International Arbitration), successfully represented Zonare and its former officers in disputes related to international distribution agreements for ultrasound equipment following the sale of Zonare to HDX.

Liquid Environmental Solutions v. All-American (Louisiana Arbitration) in which Mr. Sullivan successfully represented Liquid Environmental Solutions in connection with disputes stemming from the sale of its waste disposal business.

INSURANCE RECOVERY

Mr. Sullivan has represented numerous companies in pursuing insurance coverage under comprehensive general liability, errors and omissions, directors and officers, and environmental insurance policies.

Representative cases include:

The Deutsch Company v. Chubb Group of Insurance Companies (Los Angeles County Superior Court) in which Deutsch obtained a bad faith verdict following a 3-week jury trial for denial of coverage in defending an environmental pollution case involving hundreds of millions of dollars of exposure.

Louisiana-Pacific Corporation v. Liberty Mutual (San Francisco County Superior Court) in which Louisiana-Pacific successfully recovered the full policy limits of its insurance for environmental clean-up costs throughout the United States.

Bechtel Group v. Crum & Forster (San Francisco Superior Court) in which Bechtel successfully recovered insurance for thousands of personal injury claims nationwide stemming from alleged exposure to asbestos.

Hilton Hotels Corporation v. National Union (San Francisco Superior Court) in which Hilton obtained a decision against the carrier for bad faith and recovered insurance for defense and indemnity for claims arising out of a $200 million construction project.

Advanced Fibre Communications v. AIG (AAA Arbitration) in which Advanced Fibre Communications obtained a bad faith verdict against AIG, recovering its fees and costs in defending and settling a securities fraud action.

COMMERCIAL DISPUTES
In addition to the complex disputes that he has handled in his specialized areas of practice, Mr. Sullivan has successfully represented companies in a variety of other commercial disputes:
 

Cisneros, et al. v. Yahoo! (San Francisco, California, Superior Court) in which  a defense verdict was obtained following a trial in which it was alleged that Yahoo! aided and abetted internet gambling. 

AT&T California v. City of Livermore (Alameda County Superior Court) in which AT&T overturned on appeal the denial of a permit to install high-speed telecommunication equipment based on an overly broad regulation illegally mandating undergrounding of utilities.

Dana UK Axle, Ltd. v. Freudenberg Sealing Technologies (London High Court of Justice) in which Dana is pursuing recovery for millions of dollars against Freudenberg based on claims of defective seals provided for insertion in axles for automobiles. 

Withrow, et al. v. Enterprise Holdings, Inc. (Cir. Court, St. Louis, MO) which successfully resolved a nationwide class action related to Enterprises’ car sales practices.  

Lemieux, et al. v. AT&T Corp. (U.S. District Court, S.D. Cal) in which a dismissal of an action was obtained where AT&T was alleged to have violated the Telephone Consumer Protection Act in processing collect calls. 

Collins, et al. v. General Electric (U.S. District Court, N.D. Cal.) in which a dismissal of General Electric was obtained where it was alleged to have misrepresented the energy consumption of its freezers.

Hirsch Wallerstein, et al. v. Jackoway, Tyerman (Los Angeles County Superior Court), in which, following a 2-month trial, a defense verdict was obtained in favor of entertainment lawyers who were sued by their former partners for more than $15 million following their decision to leave the firm.

Hernandez v. Enterprise Holdings, Inc. (San Joaquin and San Mateo Superior Courts) in which Enterprise successfully defended itself in connection with personal injury claims for millions of dollars stemming from alleged defects in a vehicle.

Enterprise Possessory Interest Tax Disputes with County Tax Assessors, in which Enterprise and Avis Budget have reduced possessory interest tax assessments at airports in California by hundreds of thousands of dollars.

INTELLECTUAL PROPERTY DISPUTES

Douglas Sullivan has provided counseling and litigation services for clients in connection with trade secret misappropriation, breach of confidentiality agreements and copyright infringement.  The representation has included:

NetXperts v. AT&T (JAMS Arbitration, San Francisco) in which AT&T obtained a defense verdict and recovered legal fees stemming from alleged misappropriation of trade secrets related to alarm systems in California.

GigOptix, Inc. v. Optomai, Inc., et al. (Santa Clara County, California, Superior Court) involving a successful settlement for GigOptix against former employees and their companies for misappropriating GigOptix’s trade secrets for semiconductor products.

Advanced Fibre Communications, Inc. v. Calix Networks, Inc. (District Court, Travis County, Texas), involving a defense verdict for Calix, a telecommunications provider of access and transport equipment, following a court trial in connection with alleged misappropriation of trade secrets by former employees.

Alcatel v. Calix Networks, Inc. (Sonoma County, California, Superior Court), in which Calix successfully defended against claims that approximately 40 former Alcatel employees misappropriated trade secrets in developing a competing telecommunications product.

Phase Metrics v. Magnetic Recording Solutions, Inc. (U.S. District Court, N.D. Cal.), in which the client, Phase Metrics, obtained a two year injunction for copyright infringement and misappropriation of trade secrets, preventing former employees and their new company from competing against Phase Metrics.

Liquid Environmental Solutions of Texas v. U.S. Oil Recovery (Harris County, Texas), in which the client successfully pursued claims of misappropriation of trade secrets and breach of confidentiality agreements against former employees and their new company.

Sarkissian Mason v. Enterprise Holdings, Inc. (U.S. District Court, S.D.N.Y.) in which Enterprise obtained summary judgment in its favor against claims of misappropriation of confidential and trade secret information, which was upheld following an appeal to the Second Circuit Court of Appeals. 

ENVIRONMENTAL DISPUTES

The representation has included pursuing and defending dozens of actions under the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA), the Resource Conservation and Recovery Act (RCRA), the Clean Water Act (CWA), analogous and related state laws, and common law nuisance and trespass claims, among others. The representation has also included defending companies in connection with personal injury and property damage claims by residents and homeowners stemming from environmental contamination. The representation has involved both governmental litigation and third-party tort litigation, including:

Ecological Rights Foundation v. Pacific Bell Telephone (U.S. District Court, N.D. Cal.), successfully moved to dismiss CWA and RCRA claims related to Pacific Bell’s maintenance and disposal of wooden utility poles, and then prevailed on an appeal to the Ninth Circuit Court of Appeals.

Forest City v. Prudential Insurance Co. of America (Los Angeles County Superior Court), in which the client, Prudential, obtained a jury verdict following a three-month trial of claims brought by Forest City in excess of $50 million for a failed real estate development stemming from environmental contamination.

AT&T Mobility v. FDH Velocitel (Oregon Circuit Court, Marion County), representing AT&T in pursuing recovery for clean-up costs following an environmental spill from a diesel generator facility.

MEDIATION & ARBITRATION
Mr. Sullivan has participated in dozens of arbitrations, as a litigant and an arbitrator. Mr. Sullivan was an arbitrator for the American Arbitration Association for many years and has also been a privately selected arbitrator. The arbitrations have been in the principal areas of his practice, including merger and acquisition and commercial contract disputes.
 
Mr. Sullivan has also represented companies in approximately 100 mediations, and is a strong advocate of early resolution efforts. He was also a mediator for the San Francisco Superior Court’s Early Settlement Program.