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Kelly Foss
D: (585) 419-8717  
kfoss@harrisbeach.com
Linkedin

Kelly S. Foss

  Member

(585) 419-8717
  kfoss@harrisbeach.com
Linkedin
“Predictability and clarity of the law is critical for clients looking to run successful businesses and to make informed decisions. As a member of Harris Beach’s commercial litigation team, I am constantly advocating for comprehensible, business-friendly interpretations and applications of commercial laws.”
Profile
Representative Matters
Professional and Civic
Areas of Experience
Admissions
Education
Location
Publications and Events

Kelly focuses on assisting clients solve complex commercial disputes. She has litigated cases in New York state and federal courts, which have included appeals to the Appellate Division, Fourth Department and to the Second Circuit Court of Appeals. She negotiates settlements, both informally and through mediation, and has experience with arbitration.

Kelly has experience litigating complex contract disputes, disputes over ownership interests in closely-held businesses, disputes involving life settlements, anti-compete clauses and business torts, disputes over material adverse effect clauses, challenges to decisions of various administrative agencies (including under Article 78), insurance coverage disputes, indemnification disputes, breach of fiduciary duty, and partnership disputes, among other business and commercial claims. She also has experience in class action defense and estate litigation.

Kelly also conducts complex corporate investigations, including those involving complicated financial components, and issues arising across numerous states. Her investigative experience has involved not only internal investigations, but also investigations conducted externally such as government compliance and enforcement, incorporating a detailed understanding of complex accounting principles, and the intersection of such principles with corporate financial statements.

Before joining Harris Beach, Kelly worked at an international law firm. She also served as a judicial extern to the Honorable Charles R. Beyer at the United States District Court for the Northern District of California.

Representative Matters

  • Counsel to dialysis provider defending against an Article 78 proceeding commenced by competitor.  Through the proceeding, the competitor challenged the New York Department of Health’s issuance of a certificate of need to our client, and sought to prohibit our client’s construction and operation of a dialysis center.  Successfully moved in Appellate Division to vacate temporary restraining order entered against client, and successfully moved to dismiss competitor’s claims in their entirety for lack of standing.
  • Counsel to owner of two closely-held car dealerships in dispute with former partner over ownership of S corporation stock and associated real property. Former partner filed a complaint asserting claims for breach of contract, breach of fiduciary duty, and conversion of corporate assets, and seeking over $12 million in damages, declaratory relief and injunctive relief.  Prevailed at bench trial, successfully having complaint dismissed in its entirety.
  • Counsel to global manufacturer in dispute with customer over customer’s failure to pay for goods (drink chillers) manufactured in accordance with purchase order and design specifications. Pursued claims under the Uniform Commercial Code governing sale of goods, together with common law claims.  Succeeded at trial, obtaining money judgment for full amounts due and owing to client plus interest.
  • Counsel to national energy supply company trade association impacted by an order unexpectedly issued by the New York Public Service Commission and set to take effect in just 10 days. Worked with team of Harris Beach energy attorneys and litigators to obtain a temporary restraining order from Supreme Court, Albany County, temporarily blocking the Commission’s enforcement of the order. Important arguments included that the Commission lacks statutory authority to regulate private energy service company prices and products, the order was arbitrary and capricious, the Commission failed to comply with the State Administrative Procedures Act, and the order effected a regulatory taking without just compensation.
  • Counsel to closely-held commercial real estate company in dispute with large national retailer over non-payment of rent during government lockdown. Successfully obtained temporary restraining order preventing retailer from conveying any profits generated at retail location to parent company, and barring store from closing and announcing out-of-business sale. Negotiated favorable settlement.
  • Counsel to closely-held commercial real estate company in dispute over mechanic’s lien filed against client’s mall by a contractor.  The contractor had allegedly been hired by a tenant who did not pay for work completed. Successfully moved to dismiss on summary judgment claims against mall for breach of contract, account stated, and unjust enrichment, and prevailed on summary judgment on counterclaims for willful exaggeration of the lien under the New York Lien Law. Negotiated favorable settlement whereby client recovered attorneys’ fees and obtained dissolution of the mechanic’s lien.
  • Counsel to a life settlements investor with respect to dispute over a large increases to the cost of insurance rate.  The dispute involves a claim that the rate adjustment violated the terms of the policy because it was not based upon the enumerated factors, as well as claims for breach of contract and the implied covenant of good faith and fair dealing as a result of the insurance company’s failure to provide to the policy owner documentation and information concerning its review and adjustment of the cost of insurance rate.
  • Counsel to a life settlements investor in connection with the client’s purchase of a $10 million life insurance policy, subject to competing claims in a federal interpleader action in the District of South Dakota, also involving cross-claims for fraud, tortious interference with a contract, RICO conspiracy, unjust enrichment, and disgorgement based upon an alleged stranger-originated life insurance scheme. Conducted extensive discovery, involving approximately 45 subpoenas, multiple successful motions to compel and for sanctions, and numerous depositions, including conducting depositions supervised by a federal magistrate judge. Successfully moved for summary judgment against both competing claimants.
  • Counsel to a life settlements investor in connection with a three-party dispute among two life settlement investors and the life insurance company over a $10 million life insurance policy. The dispute between the two investors involved claims for breach of a credit agreement that provided for financing of premium payments and a transfer of title to the policy as collateral for the premium advances, as well as a separate set of claims related to a transaction concerning the same policy ten years earlier. The dispute with the insurance company related to overcharges on cost of insurance, and the insurance company’s payment of premium refunds to someone other than the policy owner. This three-way dispute spanned two different arbitrations, a New Jersey state court proceeding, and an Alabama state court proceeding. The disputes were resolved through a favorable settlement.
  • Counsel to the owner of a coal-fired power plant that had proposed to mothball, but then entered into a reliability support service agreement (“RSSA”) with the local utility to provide for temporary continued operation of the plant. Successfully defended against an Article 78 proceeding that sought to annul the New York Public Service Commission’s approval of the RSSA.
  • Counsel to City of Yonkers in action against Cromwell Towers Redevelopment, L.P. et al. for millions of dollars in back real property taxes and interest, and for damages for breach of contract, intentional and negligent misrepresentation, and tortious interference with a contract. An important statute of limitations issue involved whether, under the Private Housing Finance Law, a redevelopment company’s shelter rent payments are real property taxes or payments in lieu of taxes. Prepared mediation statement and attended mediation, which resulted in a favorable settlement.
  • Counsel to buyer of a $50 million company in connection with indemnification and breach of contract claims against seller stemming from various financial misrepresentations that resulted in an overstatement of revenues, such as a failure to remedy discrepancies between pro forma financials and actual financials, a failure to account for certain expenses, and a failure to disclose certain liabilities. Prepared notice of claim under purchase agreement, and helped negotiate and finalize a favorable settlement agreement.
  • Independent counsel to international client in connection with internal corporate financial investigations. Conducted interviews across multiple states of employees at all levels of the company, analyzed financial paperwork, and designed criteria and queries to pull relevant data and to run analytics. Prepared numerous analytical investigatory reports for client.
  • Defense counsel to LLC and majority LLC member sued in Monroe County by a minority LLC member regarding the LLC’s sale of the golf course to a third party. Successfully moved to dismiss damages claim against majority LLC member in her individual capacity, and successfully opposed motion for a preliminary injunction voiding the sale.
  • Counsel to four children challenging, in Surrogate’s Court, Monroe County, various aspects of the administration of their father’s estate and living trust. Successfully moved for partial summary judgment, imposing a constructive trust on more than $700,000 that fiduciary had improperly transferred out of the living trust. The pivotal ruling provided clients with leverage to negotiate a favorable settlement of their remaining claims against the fiduciary.
  • Counsel to client challenging the probate of the decedent’s will in Surrogate’s Court, Monroe County on grounds of lack of testamentary capacity and undue influence. Successfully obtained removal of the preliminary executor and the successor executor by demonstrating, through SCPA 1404 discovery and examination, their inappropriate conduct as the decedent’s health care proxies and attorneys-in-fact, and later as fiduciaries of the estate.  Ultimately succeeded in negotiating favorable settlement for client.

Professional and Civic

  • Monroe County Bar Association, member
  • New York State Bar Association, member
  • Monroe County Public Defender Office’s Pro Bono Appellate Program, volunteer counsel
  • Federalist Society, Rochester Chapter, member

During law school, Kelly served as co-chair of the Board of the Hastings Moot Court Team, which ranked first in the nation at that time. As a participant on the Moot Court Team, she gave more than 100 oral arguments. She also served as editor of the Hastings Law Journal.

Recognition

  • Best Lawyers, Commercial Litigation, since 2021
  • Super Lawyers, Rising Star, Business Litigation, since 2017
  • The Daily Record, Rochester Up and Coming Attorney, 2016

Legal Practices

Business and Commercial Litigation
Government Compliance and Investigations

Industry Teams

Energy

Admissions

New York

U.S. Court of Appeals, Second Circuit

U.S. District Court, New York - Eastern District

U.S. District Court, New York - Northern District

U.S. District Court, New York - Southern District

U.S. District Court, New York - Western District

University of California Hastings College of Law

JD 
2012
summa cum laude

Cornell University

BA 
2007

Location

Rochester, NY Office
Insights
May 22, 2020

Will COVID-19 Qualify as a ‘Material Adverse Effect’?

The pandemic and associated lockdown orders changed economic projections virtually overnight. As a result, organizations which were under co
April 9, 2020

Does COVID-19 Qualify as a “Material Adverse Effect”?

Many businesses may be finding themselves in the position of having a pending transaction terminate due to the impact of COVID-19.  Buyers,
March 27, 2020

Interpreting New York State’s Apparent Blanket Toll on Statutes of Limitation Due to COVID-19

Due to the existence of a state disaster emergency as a result of transmission of COVID-19, the Governor has tolled statutes of limitations
News
October 15, 2021

72 Attorneys from Harris Beach Recognized in 2021 Edition of Super Lawyers

Partners, senior counsel and associates from Harris Beach PLLC offices across New York have been named to the 2021 edition of Super Lawyers,
July 20, 2020

Bouncing Back from COVID-19

While not losing sight of public health concerns, New York has cautiously turned its focus to economic recovery from the COVID-19 global pan
January 2, 2020

Harris Beach Elects Six New Partners

Attorneys Michael Condon, Emily Crowley, Michael Curti, Kelly Foss, Julian Modesti and Marina Plotkin have been elected partners of Harris
November 12, 2019

79 Attorneys from Harris Beach Named to 2019 Super Lawyers List

A total of 79 Harris Beach PLLC attorneys have been named to the 2019 edition of Super Lawyers, a peer-based rating service that recognizes
January 17, 2019

Significant Eighth Circuit Ruling in Long-Running Life Settlements Case

Harris Beach Business and Commercial Litigation team has won a decisive victory in a decision issued by the Eighth U.S. Circuit Court of App
August 28, 2018

Kelly Foss and Doug Foss Quoted in Daily Record about Courtroom Technology

Harris Beach was featured in a recent article in the Daily Record of Western New York looking at the use of presentation software and techno
Events
October 18, 2022

Kelly Foss Presenting on “Litigation in Surrogate Court 101: When Death is Not the End But the Beginning”

Partner Kelly Foss is presenting on “Litigation in Surrogate Court 101: When Death is Not the End But the Beginning
April 11, 2022

Kelly Foss to Present Monroe County Bar Association CLE Webinar on The Do’s and Don’ts of ESI: How Electronic Discovery Can Make or Break a Litigation

Kelly Foss will join a Monroe County Bar Assocation CLE webinar to present on the topic of, “The Do’s and Don’ts of ESI: How Electronic Disc
External Publications

Publication: Presentation Software Continues to Evolve and Enhance Trial Process (quoted, Daily Record, BridgeTower Media Newswires and LegalNews.com, 2018)

All Insights, Audio, Covid-19 |
 May 22, 2020
Will COVID-19 Qualify as a ‘Material Adverse Effect’?
The pandemic and associated lockdown orders changed economic projections virtually overnight. As a result, organizations which were under co...read more
All Insights, All Publications, Covid-19, Legal Alert |
 April 9, 2020
Does COVID-19 Qualify as a “Material Adverse Effect”?
Many businesses may be finding themselves in the position of having a pending transaction terminate due to the impact of COVID-19.  Buyers, ...read more
All Insights, All Publications, Covid-19, Legal Alert |
 March 27, 2020
Interpreting New York State’s Apparent Blanket Toll on Statutes of Limitation Due to COVID-19
Due to the existence of a state disaster emergency as a result of transmission of COVID-19, the Governor has tolled statutes of limitations ...read more
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Kelly S. Foss

kfoss@harrisbeach.com
D: (585) 419-8717
Rochester, NY Office
Kelly Foss
https://www.harrisbeach.com/people/foss-kelly-s/

■ Areas of Expertise

Legal Practices

Business and Commercial Litigation Legal Practice
Government Compliance and Investigations Legal Practice

Industry Teams

Energy Industry Team

■ Profile

Kelly focuses on assisting clients solve complex commercial disputes. She has litigated cases in New York state and federal courts, which have included appeals to the Appellate Division, Fourth Department and to the Second Circuit Court of Appeals. She negotiates settlements, both informally and through mediation, and has experience with arbitration.

Kelly has experience litigating complex contract disputes, disputes over ownership interests in closely-held businesses, disputes involving life settlements, anti-compete clauses and business torts, disputes over material adverse effect clauses, challenges to decisions of various administrative agencies (including under Article 78), insurance coverage disputes, indemnification disputes, breach of fiduciary duty, and partnership disputes, among other business and commercial claims. She also has experience in class action defense and estate litigation.

Kelly also conducts complex corporate investigations, including those involving complicated financial components, and issues arising across numerous states. Her investigative experience has involved not only internal investigations, but also investigations conducted externally such as government compliance and enforcement, incorporating a detailed understanding of complex accounting principles, and the intersection of such principles with corporate financial statements.

Before joining Harris Beach, Kelly worked at an international law firm. She also served as a judicial extern to the Honorable Charles R. Beyer at the United States District Court for the Northern District of California.

■ Representative Matters

  • Counsel to dialysis provider defending against an Article 78 proceeding commenced by competitor.  Through the proceeding, the competitor challenged the New York Department of Health’s issuance of a certificate of need to our client, and sought to prohibit our client’s construction and operation of a dialysis center.  Successfully moved in Appellate Division to vacate temporary restraining order entered against client, and successfully moved to dismiss competitor’s claims in their entirety for lack of standing.
  • Counsel to owner of two closely-held car dealerships in dispute with former partner over ownership of S corporation stock and associated real property. Former partner filed a complaint asserting claims for breach of contract, breach of fiduciary duty, and conversion of corporate assets, and seeking over $12 million in damages, declaratory relief and injunctive relief.  Prevailed at bench trial, successfully having complaint dismissed in its entirety.
  • Counsel to global manufacturer in dispute with customer over customer’s failure to pay for goods (drink chillers) manufactured in accordance with purchase order and design specifications. Pursued claims under the Uniform Commercial Code governing sale of goods, together with common law claims.  Succeeded at trial, obtaining money judgment for full amounts due and owing to client plus interest.
  • Counsel to national energy supply company trade association impacted by an order unexpectedly issued by the New York Public Service Commission and set to take effect in just 10 days. Worked with team of Harris Beach energy attorneys and litigators to obtain a temporary restraining order from Supreme Court, Albany County, temporarily blocking the Commission’s enforcement of the order. Important arguments included that the Commission lacks statutory authority to regulate private energy service company prices and products, the order was arbitrary and capricious, the Commission failed to comply with the State Administrative Procedures Act, and the order effected a regulatory taking without just compensation.
  • Counsel to closely-held commercial real estate company in dispute with large national retailer over non-payment of rent during government lockdown. Successfully obtained temporary restraining order preventing retailer from conveying any profits generated at retail location to parent company, and barring store from closing and announcing out-of-business sale. Negotiated favorable settlement.
  • Counsel to closely-held commercial real estate company in dispute over mechanic’s lien filed against client’s mall by a contractor.  The contractor had allegedly been hired by a tenant who did not pay for work completed. Successfully moved to dismiss on summary judgment claims against mall for breach of contract, account stated, and unjust enrichment, and prevailed on summary judgment on counterclaims for willful exaggeration of the lien under the New York Lien Law. Negotiated favorable settlement whereby client recovered attorneys’ fees and obtained dissolution of the mechanic’s lien.
  • Counsel to a life settlements investor with respect to dispute over a large increases to the cost of insurance rate.  The dispute involves a claim that the rate adjustment violated the terms of the policy because it was not based upon the enumerated factors, as well as claims for breach of contract and the implied covenant of good faith and fair dealing as a result of the insurance company’s failure to provide to the policy owner documentation and information concerning its review and adjustment of the cost of insurance rate.
  • Counsel to a life settlements investor in connection with the client’s purchase of a $10 million life insurance policy, subject to competing claims in a federal interpleader action in the District of South Dakota, also involving cross-claims for fraud, tortious interference with a contract, RICO conspiracy, unjust enrichment, and disgorgement based upon an alleged stranger-originated life insurance scheme. Conducted extensive discovery, involving approximately 45 subpoenas, multiple successful motions to compel and for sanctions, and numerous depositions, including conducting depositions supervised by a federal magistrate judge. Successfully moved for summary judgment against both competing claimants.
  • Counsel to a life settlements investor in connection with a three-party dispute among two life settlement investors and the life insurance company over a $10 million life insurance policy. The dispute between the two investors involved claims for breach of a credit agreement that provided for financing of premium payments and a transfer of title to the policy as collateral for the premium advances, as well as a separate set of claims related to a transaction concerning the same policy ten years earlier. The dispute with the insurance company related to overcharges on cost of insurance, and the insurance company’s payment of premium refunds to someone other than the policy owner. This three-way dispute spanned two different arbitrations, a New Jersey state court proceeding, and an Alabama state court proceeding. The disputes were resolved through a favorable settlement.
  • Counsel to the owner of a coal-fired power plant that had proposed to mothball, but then entered into a reliability support service agreement (“RSSA”) with the local utility to provide for temporary continued operation of the plant. Successfully defended against an Article 78 proceeding that sought to annul the New York Public Service Commission’s approval of the RSSA.
  • Counsel to City of Yonkers in action against Cromwell Towers Redevelopment, L.P. et al. for millions of dollars in back real property taxes and interest, and for damages for breach of contract, intentional and negligent misrepresentation, and tortious interference with a contract. An important statute of limitations issue involved whether, under the Private Housing Finance Law, a redevelopment company’s shelter rent payments are real property taxes or payments in lieu of taxes. Prepared mediation statement and attended mediation, which resulted in a favorable settlement.
  • Counsel to buyer of a $50 million company in connection with indemnification and breach of contract claims against seller stemming from various financial misrepresentations that resulted in an overstatement of revenues, such as a failure to remedy discrepancies between pro forma financials and actual financials, a failure to account for certain expenses, and a failure to disclose certain liabilities. Prepared notice of claim under purchase agreement, and helped negotiate and finalize a favorable settlement agreement.
  • Independent counsel to international client in connection with internal corporate financial investigations. Conducted interviews across multiple states of employees at all levels of the company, analyzed financial paperwork, and designed criteria and queries to pull relevant data and to run analytics. Prepared numerous analytical investigatory reports for client.
  • Defense counsel to LLC and majority LLC member sued in Monroe County by a minority LLC member regarding the LLC’s sale of the golf course to a third party. Successfully moved to dismiss damages claim against majority LLC member in her individual capacity, and successfully opposed motion for a preliminary injunction voiding the sale.
  • Counsel to four children challenging, in Surrogate’s Court, Monroe County, various aspects of the administration of their father’s estate and living trust. Successfully moved for partial summary judgment, imposing a constructive trust on more than $700,000 that fiduciary had improperly transferred out of the living trust. The pivotal ruling provided clients with leverage to negotiate a favorable settlement of their remaining claims against the fiduciary.
  • Counsel to client challenging the probate of the decedent’s will in Surrogate’s Court, Monroe County on grounds of lack of testamentary capacity and undue influence. Successfully obtained removal of the preliminary executor and the successor executor by demonstrating, through SCPA 1404 discovery and examination, their inappropriate conduct as the decedent’s health care proxies and attorneys-in-fact, and later as fiduciaries of the estate.  Ultimately succeeded in negotiating favorable settlement for client.

■ Professional and Civic

  • Monroe County Bar Association, member
  • New York State Bar Association, member
  • Monroe County Public Defender Office’s Pro Bono Appellate Program, volunteer counsel
  • Federalist Society, Rochester Chapter, member

During law school, Kelly served as co-chair of the Board of the Hastings Moot Court Team, which ranked first in the nation at that time. As a participant on the Moot Court Team, she gave more than 100 oral arguments. She also served as editor of the Hastings Law Journal.

■ Admissions

  • Best Lawyers, Commercial Litigation, since 2021
  • Super Lawyers, Rising Star, Business Litigation, since 2017
  • The Daily Record, Rochester Up and Coming Attorney, 2016

■ Education

University of California Hastings College of Law
 ,JD
 ,2012
 ,summa cum laude
Cornell University
 ,BA
 ,2007

Harris Beach and its subsidiaries provide a full range of legal and professional services for clients across New York state, as well as nationally and internationally. Harris Beach is among the country’s top law firms as ranked by The National Law Journal and is among the BTI Elite law firms based on in-depth interviews of more than 600 corporate counsel at the world’s largest and most influential companies. Our clients include Fortune 100 corporations, privately-held companies, emerging businesses, public sector entities, not-for-profit organizations and individuals. Principal industries we represent include education, energy, financial, food and beverage, health care, insurance, manufacturing, medical and life sciences, real estate developers, and state and local governments and authorities.

Industry Teams
Automotive and Vehicle Dealerships
Blockchain and Digital Assets 
Cannabis
Construction and Surety
Educational Institutions Higher Ed
Educational Institutions K-12
EMS and Fire Protection Providers
Energy
Financial Institutions and Capital Markets
Food and Beverage
Health Care
Industrial and Consumer Manufacturing
Medical and Life Sciences
Municipalities and Local Agencies
Nanotechnology
Photonics
Racing and Gaming
Real Estate Developers
Science and Technology
Telecommunications and Media
Unmanned Aircraft Systems
USA Collegiate Sports
Veterinary Medicine

Practices
Alternative Dispute Resolution
Appellate
Business and Commercial Litigation
Collection Law
Commercial Real Estate
Corporate
Cybersecurity Protection and Response
Diversity Compliance
E-Discovery (e-infoSM)
Employee Benefits
Employment Litigation
Environmental Law
Environmental, Social and Governance (ESG)
Financial Restructuring, Bankruptcy and Creditors’ Rights
Government Compliance and Investigations
Health Law
Immigration Law
Insurance Coverage
Intellectual Property Law
International Trade Law
Internet Law
Labor and Employment Law
Mass Torts and Industry-Wide Litigation
New Markets Tax Credit
Patent, Trademark and Copyright Law
Product Liability and Comprehensive General Liability
Public Finance and Economic Development
Real Property Valuation Litigation
Residential Real Estate
Tax Law
White Collar Crime
Wills, Trusts and Estates

Consulting Services
HB Solutions LLC
Collegiate Sports Compliance
Data Privacy and Cybersecurity
Economic Development and Public Affairs
Educational Institution Assistance
EMRG® (E-Discovery Management Resources Group)
Energy
Health and Human Services
Human Resources
Information Technology
Marketing and Communication Services
Municipal and Local Agency Assistance

HB Cornerstone LLC
Owner Representation
Design Services
Facilities Consulting
Move Management

Caetra.io
CyMetric (Cybersecurity Regulation Compliance Software)

Offices throughout New York:

Albany
677 Broadway
Albany, NY 12207
518-427-9700

Buffalo
726 Exchange Street
Buffalo, NY 14210
716-200-5050

Ithaca
119 East Seneca Street
Ithaca, NY 14850
607-273-6444

Long Island
333 Earle Ovington Boulevard
Uniondale, NY 11553
516-880-8484

New York City
100 Wall Street
New York, NY 10005
212-687-0100

Rochester
99 Garnsey Road
Pittsford, NY 14534
585-419-8800

Saratoga Springs
513 Broadway
Saratoga Springs, NY 12866
518-587-0551

Syracuse
333 West Washington Street
Syracuse, NY 13202
315-423-7100

White Plains
445 Hamilton Avenue
White Plains, NY 10601
914-683-1200

Offices also in:

New Haven, CT
195 Church Street
New Haven, CT 06510
203-784-3159

Newark, NJ
One Gateway Center
Newark, NJ 07102
973-848-1244

Washington, DC
800-685-1429

Attorney Advertising. Prior results do not guarantee a similar outcome.
© 2022 Harris Beach PLLC

Content current as of April 1, 2023 8:18 pm
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