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Czarnecki and Chalvire Elevated Within the Firm 01/18/2017

Posted by Morse, Barnes-Brown Pendleton in Attorney News, Corporate.
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We are pleased to announce that Dave Czarnecki and Stan Chalvire have been elevated to Member.

Dave joined the Firm in 2006 and was promoted to Senior Attorney in 2011. Dave is exceptionally proficient in guiding both buyers and sellers through a wide range of corporate transactions, including mergers and acquisitions, private equity transactions, venture capital financings, and joint ventures. Primarily a member of the firm’s corporate group, Dave also has a background in taxation and finance, and consequently brings an uncommon perspective to transactional matters.

Stan joined the Firm in 2009 as an Associate and was promoted to Senior Attorney in 2013. Stan is a Registered Patent Attorney, specializing in the licensing of intellectual property and related counseling.  Stan advises clients in developing and implementing strategies to protect their intellectual property and advises clients with respect to a variety of related strategic collaborations, with a particular focus on clients in the life sciences industry. Prior to beginning his legal career Stan practiced as a Registered Pharmacist in both clinical and retail settings.

Congratulations to both!

Please feel free to contact Dave or Stan directly.

MBBP’s Tim Manning Published in Article Discussing the Perspective of Unsecured Creditors of a Borrower 01/17/2017

Posted by Morse, Barnes-Brown Pendleton in Client News, Corporate.
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Tim Manning of our Corporate Practice group recently published an article in TSL (The Secured Lender) Express, which is published by the Commercial Finance Association.tpm-headshot-photo-2016-m0944287xb1386 The article examines the risks to a senior secured lender that fails to take into account how its actions towards a distressed borrower are viewed by the unsecured creditors of such borrower.

For more information, read the full article or contact Tim.

MBBP client, Whitehead Institute, featured in New York Times article discussing Genomic research 01/12/2017

Posted by Morse, Barnes-Brown Pendleton in Client News, Life Sciences.
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whitehead-institute-client-logo-sm-m0055040xb1386The Whitehead Institute for Biomedical Research, a client of MBBP, is featured in a New York Times article about progressive research on topologically associating domains (TADs) in DNA.

As the article explains, TADs are a newly discovered design feature of the genome that partition different groups of genes into neighborhoods. If these partitions are broken, various diseases may occur.

By conducting research on TADs, scientists hope to gain a more in depth understanding of how gene expression is controlled. Dr. Richard Young of the Whitehead Institute and his team are involved in TADs research and are continuing to push the boundaries of knowledge about genetic neighborhoods.

For more information, read the full article.

Contours of Copyright #4: No Protection for Game Play 12/21/2016

Posted by Morse, Barnes-Brown Pendleton in Games & Interactive Entertainment, Intellectual Property.
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The battle between an Ancient Chinese themed game, and a Wild-West game, reminds us that rules of game play are generally not protectable by copyright, but certain expressive game aspects may be.HGZ Headshot Photo 2015 (M0846618xB1386)

Discussion: The plaintiff in DaVinci Editrice v. ZiKo Games (S.D. Tex. 2016) published Bang!, a role-playing card game with Wild-West themes that became a world-wide success. Bang! players are assigned one of four roles – Sheriff, Deputy, Outlaw or Renegade – each with its own “winning condition” (e.g., the Sheriff wins by outliving the Outlaws and Renegades).  Each player also gets assigned a card evoking a familiar Wild-West character (e.g., Calamity Janet) with its own unique ability and 1-to-5 “life points.” Players also draw “weapon cards” (enabling them to reduce competitors’ life points) and “mount cards” (enabling them to gain distance from competitors, making them harder to attack).

One defendant, Yoka Games, based in China, produced the card game Legends of the Three Kingdoms, distributed in the U.S. by the other defendant, ZiKo Games, LLC. Despite the different setting (Ancient China) and accompanying different artwork, the four roles in LOTK – Monarch, Minister, Rebel and Turncoat – had the same abilities, functions, goals and winning conditions as the comparable roles in Bang!; players were subject to nearly identical rules of play; players drew Chinese hero cards with similar abilities and life points as the Bang! character cards; and similar action cards were used.

Notwithstanding procedural wrangling over the lay vs. expert status of a witness and arguments about the significance of various similarities, this was an easy summary judgment for the Court:  “Bang!’s characters, roles, and interactions are not substantially similar to those in LOTK. The aspects of the roles, characters, and interactions that are similar are not expressive, and aspects that are expressive are not substantially similar. ZiKo and Yoka are entitled to summary judgment of noninfringement.”

An Interlude for Copyright Aficionados:  The Court’s reasoning begins with the black letter principle that copyright protects expression, not ideas. Therefore, “Copyright does not protect game rules because they fall within the section 102(b) exceptions for an ‘idea, procedure, process, system, method of operation’.”

On the other hand, the Court acknowledges that “courts have found expressive elements copyrightable, including game labels, design of game boards, playing cards and graphical works.” The present dispute focuses on the roles and characters and their interactions, which are very similar in both games. Thus, the key issue is: Are the characters’ similar interactions “unprotectable game play,” as the defendants argue, or “protectable expressive content,” as the plaintiffs argue?

The Court begins by distinguishing two types of games: (1) those like books and movies, which have a progression of events (plot) and developed characters (who interact following a script) “that make the game expressive” (e.g., The Legend of Zelda), and (2) those like NBA games, which consist of “loosely prescribed progression” (“teams trade offensive possessions over four quarters”) between players with assigned roles (guard, forward, center) but without predetermined interactions, which are therefore neither expressive nor copyrightable.

Bang!, says the Court, “has no specific plot or detailed information about the characters that tells us what these characters will do or how they will interact with other characters.” Rather, like basketball, Bang! has created a number of roles, defined their alignment with and opposition to other roles, and created rules for their interaction, but has not created a scripted or detailed performance for each game.  Thus, Bang! is more basketball than novel, and its character interactions are not protected by copyright.

The Court also addresses character copyright and explains why LOTK wasn’t infringing, despite the near-identity of the 4 main roles (excluding their look and labels). The answer lies in the “distinctiveness” requirement: To earn copyright protection, characters cannot be stock, generic or indistinct, but must embody enough original expression to attain copyrightability. However, “Bang! has no specific plot or detailed information about the characters… LOTK’s alignment of roles tracks Bang!’s, which in turn was drawn from the general alignment of stock characters in ‘spaghetti Westerns.’”

The Court also considers and rejects the plaintiff’s argument that, even if the characters themselves are not copyrighted, their special abilities may be: “The Bang! characters’ abilities are largely drawn from stock-character abilities. Like a punch or kick in a karate game, Bang! characters’ abilities are common in games in which the object is to kill the other players.” Moreover: “Even if the Bang! characters’ abilities were not stock, they are still not expressive because they are essentially rules of game play.”

A similar conclusion applies to the plaintiff’s key claim, namely, that the Bang! characters’ interactions via the game rules are themselves subject to copyright. But that argument fails here for the same reason it failed at the higher level of character copyright: “Bang! characters do not have delineated personalities, temperaments, back stories, or other features typical of characters in movies and books that contribute to making those characters’ interactions protected.”

Conclusion: The Court was mindful that game rules are generally not copyrightable, a principle that anchored its holding in favor of the defendants. However, the Court did recognize at least three game elements that could potentially give rise to copyrights:

  1. expressive graphics or other original visual elements;
  2. a relatively fixed progression of themes, dialog, mood, setting and character; or
  3. well-delineated characters themselves.

Still, if a character (whether in a novel, film or videogame) is not sufficiently distinct to be copyrightable – which may be because it is a “stock” character defined only by generic traits, or because it is a positional player guided only by rules of play – then its interactions with other characters will not be copyrightable, unless these interactions are at least partly fixed or scripted.

In short, despite displaying some of the artistry of its namesake, DaVinci’s characters (and their traits and interactions) were too stock and generic to be copyrightable … and thus its suit failed to produce more bucks for its Bang!.

For more information on this topic, please contact Howard Zaharoff.

MBBP’s Howard Zaharoff Will Be a Panelist in Boston Bar’s 17th Annual Intellectual Property Year in Review 12/19/2016

Posted by Morse, Barnes-Brown Pendleton in Attorney News, Events, Intellectual Property, MBBP news.
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MBBP’s Howard Zaharoff will be a panelist at this year’s Boston Bar Association Intellectual Property Year in Review, one of Boston’s premier annual IP events. Howard will be discussing some of the most important copyright developments of the HGZ Headshot Photo 2015 (M0846618xB1386)past year, with his co-presenter, Attorney Lucy Lovrien.

This annual panel has been organized for intellectual property specialists to discuss the latest developments with practitioners in the field. Howard and his fellow panelists will discuss patents, copyrights, trademarks, and trade secrets, and the event will close with a networking opportunity for all attendees.

The event is scheduled for Thursday, January 26th, 2017 from 3:00 PM to 6:00 PM at the Boston Marriott Long Wharf. See the event details for more information.

MBBP Welcomes New Attorneys to the Team 12/08/2016

Posted by Morse, Barnes-Brown Pendleton in Attorney News, MBBP news.
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Morse, Barnes-Brown, and Pendleton has welcomed three new attorneys: Joshua H. Watson, William R. Schmidt II, and Kelly L. Hinkel.

Josh and Kelly have become members of the Corporate Practice group, while Bill has joined the Patent Practice group. Josh is an experienced private funds attorney and has joined the Corporate Practice group’s Private Investment Funds & Advisers (PIFA) team. Bill is a registered patent attorney whose practice focuses on patent prosecution, opinions, and related counseling. Kelly’s practice includes advising companies on financings, corporate governance, and entity formation.

Details can be found in the formal announcement.

Copyright Alert: New Copyright Office Electronic System to Register Designated Agents Under the DMCA 12/02/2016

Posted by Morse, Barnes-Brown Pendleton in Intellectual Property.
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ip-news-jpeg-m0118331xb1386Effective December 1, 2016, the US Copyright Office rolled out a new electronic system for the online registration of designated agents under the Digital Millennium Copyright Act (“DMCA”). Consequently, all online service providers who want the benefit of the safe harbor against copyright infringement claims are required to register under the new electronic system or, if they’re already registered under the old paper system, to submit fresh designations under the electronic system by December 31, 2017. Thus, agents who previously filed hardcopies of their DMCA agent designations must now do so again online, within the next 13 months, in order to keep the benefits of the safe harbor.

To learn more about the DMCA and necessary compliance, read the full alert.

MBBP’s Client Abpro Collaborating with MedImmune on Medical Advancement 12/01/2016

Posted by Morse, Barnes-Brown Pendleton in Client News, Corporate, Life Sciences, Medical Devices.
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MBBP’s client Abpro, a pioneer in the field of industrial biochemistry, has recently entered into a Collaboration Agreement with MedImmune, the global biologics research and development arm of AstraZeneca. The collaboration will advance the development of a preclinical, novel bispecific antibody targeting angiopoietin-2 and vascular endothelial growth factor (Ang2-VEGF). Abpro will contribute its strong scientific, technical and clinical expertise to this partnership, along with its core technology platform, DiversImmuneTM, which will be utilized to further develop the bispecific antibody. Ian Chan, CEO and co-founder of Abpro, has expressed the Company’s enthusiasm towards collaborating with MedImmune, as the two businesses work together to advance these innovative therapeutics into the clinic.

For more information, read the full article.

MBBP and Attorneys Earn “Best Law Firms” and “Best Lawyers” Rankings 11/30/2016

Posted by Morse, Barnes-Brown Pendleton in Attorney News, Corporate, MBBP news, Taxation, Venture Capital & Private Equity.
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Morse, Barnes-Brown & Pendleton PC is pleased to announce it
has JMH Headshot Photo 2015 (M0846571xB1386)received nationaM0846558l and regional rankings in the U.S. News & World Report / Best Lawyers® “Best Law Firms” listi
ng for 2017. To be eligible, firms must have attorneys who are listed in the current edition of the Best Lawyers in America.

MBBP has received national rankings in three practice areas — Tax Law (Tier 2), Tax Litigation (Tier 2), and Venture Capital Law (Tier 3) — and Boston metropolitan rankings in three areas — Tax Law (Tier 1), Tax Litigation (Tier 1) and Venture Capital Law (Tier 3).

Additionally, venture capital attorney John Hession was selected for inclusion in the Best Lawyers in America® in Venture Capital Law, for its 2017 edition, and tax attorney Robert Finkel was selected for inclusion in the Best Lawyers in America® in the areas of Tax Law and Tax Litigation and Controversy for the 2017 edition.

MBBP is proud of our impressive Tax and Corporate departments and of the Firm’s recognition.

Employment Law Alert: Federal Judge Temporarily Blocks New Overtime Rule From Taking Effect On December 1 11/23/2016

Posted by Morse, Barnes-Brown Pendleton in Employment.
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ELA Alert Banner Logo (M0053443xB1386)MBBP’s Employment Law Group just released an Employment Law Alert regarding a preliminary order by a federal judge in Texas that temporarily blocks the U.S. Department of Labor (DOL) from implementing changes to the salary basis for white collar overtime exemptions.

Learn more on our Employment Law Blog.

MBBP Client Harvard Making Breakthroughs in Blood Stem Cell Research 11/21/2016

Posted by Morse, Barnes-Brown Pendleton in Client News, Life Sciences, Medical Devices.
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Harvard University has recently completed a license agreement with Magenta Therapeutics, a newly launched start-up in Cambridge, Massachusetts, in order to continue research and development related to new approaches to blood stem cell transplantation. The deal will help transform this science from that of a “last resort” into safer, more effective therapy for patients who suffer from blood diseases, cancers, and immune disorders. The license agreement has given Magenta the opportunity to utilize a platform of technologies developed at Harvard, Massachusetts General Hospital (MGH), and Boston Children’s Hospital.

This revolutioHarvard Universitynary technology has been most recently advanced in the laboratory of David Scadden, the Gerald and Darlene Jordan Professor of Medicine and professor of stem cell and regenerative biology at Harvard, and director of the Center for Regenerative Medicine at MGH. Scadden’s lab has made advances in how donor cells are selected, harvested, and prepared for transplant, improving projected outcomes for patients. For more information, read the Harvard Gazette and Boston Business Journal articles.

 

Client Paragonix Technologies Enters Into Distribution Agreement with Pacific West Medical Sales for Paragonix SherpaPak™ Transport Systems 11/17/2016

Posted by Morse, Barnes-Brown Pendleton in Client News, Deal News, Licensing & Strategic Alliances, Life Sciences, Medical Devices.
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MBBP client, Paragonix Technologies Inc. recently entered into an exclusive distribution agreement with Pacific West Medical Sales to market Paragonix Technologies’ SherpaPakTM Cardiac and Kidney Transport Systems. The SherpaPakTM Cardiac and Kidney Transport Systems are innovative medical devices that are indicated for the static hypothermic preservation of donor hearts and kidneys during transportation and eventual transplantation into a recipient.

Pacific West Medical Sales is a medical equipment sales company that provides services for hospitals, doctors’ offices, and long-term care facilities, and provides supplies for emergency medical services and home medical needs. Paragonix Technologies, is a privately held medical device company founded in 2010 and is headquartered in Braintree, Massachusetts. For more information, read the full press release.

 

NYSE’s Corporate Board Member Online Magazine Brings in MBBP’s Carl Barnes for Insights on D&O Liability 11/17/2016

Posted by Morse, Barnes-Brown Pendleton in Attorney News, Corporate, Financial Services, Litigation, M&A.
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CFB Headshot Photo 2015 (M0846497xB1386)NYSE‘s publication, Corporate Board Member, has recently published an article, “Sidestepping D&O Liability”. This piece brings to light the year 2015 as a record-breaking one for securities litigation against directors and officers, and how this trend is continuing into 2016. The level of whistleblower activity has significantly increased, as exemplified by the astonishing 119 filings of new federal class-action securities cases, and complementing this increase is the substantial decrease in the settlement sizes of these suits.

MBBP’s Carl Barnes, who specializes in director and officer liability, was asked to discuss precautions and to offer his counsel on this subject. Throughout the article, Carl is often cited offering advice on the various types of director liability and the methods in which to avoid litigation. Carl explains that directors are under fierce scrutiny in order to ascertain whether or not they have satisfied their duty of care, as this is the item that drives litigation. In order to minimize, or even avoid, liability altogether, Carl advises that directors be “actively involved, ask questions, and demand answers.” In a post-Enron world, directors need to be vigilant in order to avoid being liable, and the counsel that Carl offers may help directors and officers dismiss litigation quickly and perhaps even avoid it entirely. For more information, check out the full article.

MBBP’s Client Continuum Adding Innovative Solutions To Policy Matters To Its Company Profile 11/16/2016

Posted by Morse, Barnes-Brown Pendleton in Client News, Corporate.
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Continuum, a client of MBBP, has primarily focused on the design of innovative products since the company’s founding in 1983. However, the organization is now delving into policy matters within the public sector, including public school education and public service employment. Continuum has come forth with a “radical new vision” for the Boston Redevelopment Authority, the municipal planning and development agency for Boston public services. The company is offering fresh ideas in order to develop solutions to long-standing problems such as those within the Boston Public School districts, where the firm is working to “rethink the educational experience” in a project called High School Redesign.continuum-logo-m0371417xb1386

In addition to this educational reformation, Continuum has been shadowing public service workers and commuters, and asking a plethora of questions in order to improve public transportation. The firm has begun building and testing prototypes of devices that will prove integral in Continuum’s goal of improving the lives of the people of Boston.

Continuum is a global innovation design company whose purpose centers around people, as it strives to improve lives through its innovations and to focus on its clients’ bottom-lines. Read the full article for more information.

 

MBBP’s Shannon Zollo Quoted in Reuters Article Regarding Loan Volume Boost and Election Outcome 11/10/2016

Posted by Morse, Barnes-Brown Pendleton in Attorney News, Corporate, M&A, Venture Capital & Private Equity.
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Reuters quoted MBBP’s Shannon Zollo in an article regarding the financial industM0846567ry’s propensity for a Hillary Clinton presidency. Zollo expressed that the “devil you know” is the more predictable, and therefore safer, outcome because in an election as turbulent and polarizing as this one, the impact could eventually destabilize potential future deals. Before the election, various companies were receiving acquisition loans as they were expecting the market to be stable with a Clinton victory.

Shannon is a corporate partner whose practice specializes in private equity, venture capital, M&A transactions, and corporate governance. For more information, please contact Shannon Zollo.

MBBP Client PMS Bites’ CEO Tania Green Recognized as Female Entrepreneur All Businesses Can Learn From 11/08/2016

Posted by Morse, Barnes-Brown Pendleton in Client News.
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Tania Green of firm client PMS Bites is recognized in the Living Business section of Colonial Life as 1 of 18 Bostonian female entrepreneurs from whom all businesses can learn.  The takeaway from Green’s mention is that any problem an individual may have, other individuals are also having, and therefore a solution would be useful to a wide audience. Green had a successful Kickstarter campaign for PMS Bites and was also featured on the hit show “Shark Tank”.logo

PMS Bites are edible chocolate snacks that are gluten free and vegan, and have all natural ingredients targeted toward combating female PMS symptoms.

Congratulations to Tania and PMS Bites!

Privacy & Data Security Video: Privacy & Data Security Issues for Service Recipients and Service Providers 11/01/2016

Posted by Morse, Barnes-Brown Pendleton in Client News, Intellectual Property, Privacy and Data Security.
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In our eighth and final Privacy & Data Security video clip, MBBP attorney Faith Kasparian discusses how companies sharing information with third-party service providers can create liabilities, both because many data breaches arise from third-party access, and because companies fail to oversee these third parties as required by law.  Faith will guide you through a few key points relevant to both service recipients and service providers.

Make sure to subscribe to our YouTube channel and to check out our Privacy & Data Security playlist for related videos.

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MBBP Clients Red Crow and MiRTLE Medical Featured in Forbes Article Regarding New Equity Crowdfunding Platform 10/31/2016

Posted by Morse, Barnes-Brown Pendleton in Client News, Corporate, Financial Services, Life Sciences, Venture Capital & Private Equity.
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MBBP clients Red Crow and MiRTLE Medical are featured in a Forbes article regarding Red Crow’s new equity crowdfunding portal that will be launching in November.  The crowdfunding platform will feature “exclusive and professionally-vetted investment opportunities” for accredited and non-accredited investors.

MiRTLE Medical will have one of the first featured investment opportunities. MiRTLE’s product is a custom designed diagnostic-grade 12-lead electrocardiogram for use during MRI.  MBBP is assisting MiRTLE Medical with its involvement in the crowdfunding platform.

To learn more, read the full Forbes article.

Privacy & Data Security Video: Understanding the Children’s Online Privacy Protection Act (COPPA) 10/24/2016

Posted by Morse, Barnes-Brown Pendleton in Attorney News, Privacy and Data Security.
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In our seventh Privacy & Data Security video clip, MBBP attorney Faith Kasparian discusses key points concerning the scope of the Children’s Online Privacy Protection Act (COPPA), and why it is critical that businesses comply with the act.

Make sure to subscribe to our YouTube channel and to check out our Privacy & Data Security playlist for related videos.

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Privacy & Data Security Video: Data Breach Response Requirements 10/17/2016

Posted by Morse, Barnes-Brown Pendleton in Attorney News, Privacy and Data Security.
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In our sixth Privacy & Data Security video clip, MBBP attorney Sandy Kahn discusses the steps the law requires you to take if your company experiences a data breach.

Make sure to subscribe to our YouTube channel and to check out our Privacy & Data Security playlist for related videos.

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