In the fourth installment of our 2022 Trade Secrets Webinar Series, Seyfarth attorneys Kate Perrelli, Matt Simmons, and Robyn Marsh discussed restrictive covenant agreements (“RCAs”), including non-competes, non-solicitations, and NDAs. Plus they discussed best practices and practical tips companies can implement regarding restrictive covenant agreements. View a recording of this webinar here.

As a follow up to this webinar, our team wanted to highlight: Continue Reading Webinar Recap! Anatomy of a Restrictive Covenant

There are limited exceptions to California’s general prohibition of post-termination non-competition agreements. One such exception is the sale of business exception found in California Business & Professions Code § 16601. This exception allows a buyer to enforce non-compete agreements against a seller if the seller is an “owner of a business entity selling or otherwise disposing of all of his or her ownership interests in the business entity.”

In Blue Mountain Enterprises, LLC v. Owen, 74 Cal. App. 5th 537 (2022), the Court of Appeal found that section 16601 applied to a three year post-termination non-solicitation of customer provision in an employment agreement and upheld the trial court’s decision to enforce the provision against the executive/seller who entered into a joint venture. The court found that section 16601 applied as a matter of law because the defendant “dispos[ed] of all of his … ownership interest” in one transaction agreement while concurrently agreeing under an employment agreement and that both contracts, along with other contracts the parties executed, were drafted to accomplish the parties’ joint venture.  Id. at 553. The court also found that the trial court correctly found that the defendant’s letter for his new business constituted a solicitation as a matter of law because the letter went well beyond an announcement by actively encouraging customers to leave and do business with his new company. Id. at 556. Continue Reading California Court of Appeal Enforces Non-Solicitation of Customers Provision in Joint Venture Transaction Involving Key Employee

A non-fungible token (“NFT”) is a type of financial asset that is made up of digital data stored in a blockchain. Clear as mud, right? The person or entity that owns the NFT records the ownership in the blockchain, which allows NFTs to be sold and traded. NFTs typically are made up of digital files such as photos, videos, and music. This can even expand to internet viral memes, like Disaster Girl, which became an NFT valued at $401,718.00. The market value of the NFT is linked directly to the digital file that it represents. And more critically, each NFT is uniquely identifiable, so in that way, is different from a cryptocurrency which is fungible. Continue Reading NFT Company Seeks to Avail Itself of Trade Secret Protections

The 2022 edition of The Legal 500 United States recommends Seyfarth Shaw’s Trade Secrets group as one of the best in the country. Nationally, for the seventh consecutive year, our Trade Secrets practice earned Top Tier.

Based on feedback from corporate counsel, Seyfarth partners Michael Wexler, Robert Milligan, and Kate Perrelli are ranked in the editorial’s “Leading Lawyers,” Joshua Salinas is ranked in the editorial’s “Rising Stars,” and Dawn Mertineit is also recognized in the editorial.

The Legal 500 United States is an independent guide providing comprehensive coverage on legal services and is widely referenced for its definitive judgment of law firm capabilities. The Legal 500 United States recognizes and rewards the best in-house and private practice teams and individuals over the past 12 months. The awards are given to the elite legal practitioners, based on comprehensive research into the US legal market.

 

There have been some noteworthy recent decisions in trade secrets law. This blog post summarizes some of the significant decisions grouped by the hot topics below.

Sufficiency of Trade Secret Pleadings and Allegations of Misappropriation

Continue Reading Recent Hot Topics and Developments in Trade Secrets Law

On March 7, 2022, the US Department of the Treasury issued a report entitled “The State of Labor Competition,” (the “Report”)[1] making clear once again that the regulation of anti-competitive practices, including curtailing the use of non-competition covenants, continues to be a core component of President Biden’s agenda. The Report states that its purpose “is to summarize the prevalence and impact of uncompetitive firm behavior in labor markets,” focusing predominantly on practices that firms use to restrain competition for workers in order to lower compensation, including in particular no-poach agreements and non-compete agreements. Citing various research studies and data points, the Report asserts in particular that the lack of labor market competition decreases wages “at roughly 20 percent relative to the level in a fully competitive market,” noting in particular the impact of these practices on low-income workers, workers of color, women, and immigrants, and their contribution generally to income inequality and economic stagnation. Continue Reading US Department of Treasury Takes Aim at Non-Compete Agreements

Enforceability, Issue Spotting Tools, and Best Practices to Protect Intellectual Capital

Wednesday, June 8, 2022
1:00 p.m. to 2:00 p.m. Eastern
12:00p.m. to 1:00 p.m. Central
11:00 a.m. to 12:00 p.m. Mountain
10:00 to 11:00 a.m. Pacific

REGISTER HERE

In the fourth installment of the 2022 Trade Secrets Webinar Series, Seyfarth attorneys will discuss restrictive covenants, including non-competes, non-solicitations, and NDAs. Learn best practices and practical tips companies can implement regarding restrictive covenant agreements.

Seyfarth attorneys Kate Perrelli, Matt Simmons, and Robyn Marsh will focus on the following during the presentation:

  • Sample restrictive covenants and whether they are enforceable
  • Issue spotting tools for enforceability and potential ramifications of unenforceable agreements
  • How to implement a new restrictive covenant agreement

Speakers
Kate Perrelli, Partner, Seyfarth Shaw LLP
Matt Simmons, Senior Counsel, Seyfarth Shaw LLP
Robyn Marsh, Associate, Seyfarth Shaw LLP

REGISTER HERE

If you have any questions, please contact Colleen Vest at cvest@seyfarth.com and reference this event. 

This webinar is accredited for CLE in CA, IL, NJ, and NY. Credit will be applied for as requested for TX, GA, WA, NC and VA. The following jurisdictions may accept reciprocal credit with these accredited states, and individuals can use the certificate they receive to gain CLE credit therein: AZ, CT, NH. The following jurisdictions do not require CLE, but attendees will receive general certificates of attendance: DC, MA, MD, MI, SD. For all other jurisdictions, a general certificate of attendance and the necessary materials will be issued that can be used in other jurisdictions for self-application. Please note that attendance must be submitted within 10 business days of the program taking place. If you have questions about jurisdictions, please email CLE@seyfarth.com.

Robert Milligan, Seyfarth partner and co-chair of the firm’s Trade Secrets, Computer Fraud & Non-Competes group, and associate Alex Meier recently attended the Sedona Conference on Trade Secrets (Working Group 12) in Denver, Colorado. Working Group 12 seeks to aid judges and practitioners in developing consensus-based guidelines for managing trade secret litigation and protecting trade secrets. Continue Reading Recap! The Sedona Conference on Trade Secrets (Working Group 12) in Denver

Recently, we wrote about New Hampshire’s attempts to piggyback on Massachusetts’ material change doctrine. In this post, we’re taking a look at Connecticut’s latest legislative effort to limit non-competes—House Bill 5249.

In many ways, HB 5249 borrows from Massachusetts’ 2018 bill (although unlike the New Hampshire bill, it doesn’t tackle the material change doctrine). For example, like the Massachusetts Noncompetition Agreement Act, the law would limit non-competes to a geographic area commensurate with where the employee works during the last 2 years of their employment, and to the kinds of work the employee performs during those 2 years. The duration of a non-compete would typically be limited to no longer than one year like under Massachusetts law, except that the Connecticut bill would permit a covenant of up to two years where the employer pays the employee’s base salary and benefits. Continue Reading It’s Déjà Vu All Over Again—Connecticut Borrows Heavily from Massachusetts Law in Proposed Non-Compete Legislation

Colorado Poised to Dramatically Limit the Enforceability of Non-Competes and Other Restrictive Covenants for Low-Wage Workers

Earlier this week, the Colorado state legislature voted to pass HB22-1317, which if signed into law by Democratic Governor Jared Polis, would place Colorado among several other states with the strictest bans on restrictive covenant agreements for low-wage workers. A spokesperson for Governor Polis has already indicated that the governor plans to sign the bill. If executed, the bill would become effective 90 days after the legislature adjourns (early August 2022), so immediate and very substantial changes appear to be right around the Rocky Mountain road. Continue Reading Danger: Rocky Road Ahead!