Scott A. Birnbaum

Scott A. Birnbaum


Birnbaum & Godkin, LLP, Founder and Partner, 2005 – present

Birnbaum & Associates, P.C., Founder and Partner, 2000 – 2005

Testa, Hurwitz & Thibeault, LLP, 1994 – 2000, Partner in Litigation Practice Group
    Associate 1987-1993

United States District Court, District of Massachusetts, Hon. Frank H. Freedman, Law Clerk, 1985-1987


Scott A. Birnbaum is co-founder of the firm with over  thirty years of complex business litigation experience. He focuses on trade secrets, contracts, technology licensing, intra-enterprise disputes, legal malpractice, securities litigation and non-competition and non-solicitation matters. He has substantial trial and arbitration experience, and is a certified mediator in the United States District Court, District of Massachusetts.

Mr. Birnbaum’s clients include technology companies, financial services firms, consulting firms, biotechnology, medical device and pharmaceutical companies, manufacturers, distributors, and business executives.

Mr. Birnbaum holds the highest (AV) rating given by the Martindale-Hubbell Law Directory.


Boston College Law School, Boston, Massachusetts, 1984, J.D. Honors: Magna cum Laude

Brandeis University, Waltham, Massachusetts, 1981, B.A. Honors: Cum Laude

Bar Admissions

Massachusetts, 1985
U.S. District Court, District of Massachusetts, 1987
U.S. Court of Appeals, First Circuit, 1989

Intra-Enterprise Disputes

  • Represent General Partner of private equity funds in arbitration with limited partners before the American Arbitration Association. Case involves claims of breach of contract, dissolution and breach of fiduciary duty.
  • Represent financial institution in dispute with former founder concerning valuation of partnership interest.
  • Represent software company and board members in alleged corporate freeze-out case.
  • Represent directors and officers of dissolved Delaware corporation in fraudulent transfer and breach of fiduciary duty litigation.
  • Represented 50% shareholder of corporation in Massachusetts action seeking dissolution of corporation.

Software/Hardware Development Disputes

  • Represented medical device manufacturer in arbitration against contract developer and manufacturer.
  • Represented several software developers in federal and state court cases as well as arbitrations involving allegations of breach of warranty and out-of-scope designs.
  • Represented international computer consulting and systems integration company in several customer disputes relating to claims that software systems were improperly designed and developed.

Licensing Disputes

  • Represented genetic diagnostic test developer in dispute with customer.
  • Represented medical device manufacturer in licensing dispute with public university patent holder.
  • Represented manufacturer of environmental detection equipment in patent license dispute with inventor. Negotiated and drafted new patent license with licensor.

Non-Competition and Employment Matters

  • Represented employees and employers in numerous non-competition and non-solicitation disputes.
  • Advise senior executives and companies concerning separation and severance issues.
  • Represent senior employee in ERISA dispute against former employer.
  • Represent companies and individuals in stock option disputes.
  • Represented founder of company in dispute concerning an earn-out payment following acquisition by a public company.

Legal Malpractice

  • Represent individuals and companies in legal malpractice disputes arising from representation in corporate transactions.


  • Represented Madoff victim in litigation with trust custodial firm.
  • Represented customers and securities firm in broker-dealer disputes concerning unauthorized trading, inappropriate investments, and improper execution.
  • Represented software developer and senior officers in shareholder class action lawsuit involving accounting for acquisitions. Investigated potential accounting malpractice action against company’s former independent accountants.
  • Represent financial services firm and its employee in action involving alleged stock manipulation and defamation of public company.