by eclewis | May 6, 2015 | IP Law
Simply put, non-compete agreements are contractual agreements that generally provide for individuals not to compete with their employer while they are employed and for a period of time after leaving the company. Even the sandwich company, Jimmy John’s, has been under fire for its broad non-competes for its low-level employees including sandwich makers and delivery drivers not to compete with any restaurant that sells sandwiches for two years.
Generally speaking, all states require non-competes to be “reasonable” to be valid, but some states go even further. California considers almost all non-competes to be invalid by default, which some claim sparked the economic boom in Silicon Valley by fostering competition.
Here in Colorado under C.R.S. § 8-2-113, non-competes must fit within four particular exceptions to be upheld in court as valid and enforceable.
These specific exceptions include:
- Contracts for the purchase and sale of a business or its assets
- Contracts for the protection of trade secrets
- Contracts providing for the recovery of education and training expenses of an employee who has served an employer for less than two years
- Executive and management personnel and officers and employees who constitute professional staff to executive and management personnel
If the non-compete does not fit within one of these statutory exceptions, then it is not considered to be valid in the State of Colorado. However, even if it may appear to fit within an exception, there are still fact-specific considerations and other reasonableness concerns as to the specific applicability and terms of the agreement that need be considered. So before you have your employees sign a non-compete or think about starting your own business when you have already signed a non-compete, be sure to speak with a knowledgeable attorney first to find out more about its enforceability.
Even if it looks like it would be considered unenforceable by the courts, there is always some level of risk in taking it to court. Additionally, there is a lot of time, money, and stress involved in that process, so it may still be a good idea to wait out the agreement or even try negotiating a settlement between you and the company. With these other considerations in mind, the importance of discussing the options with an experienced attorney is even more vital.
If you would like help in drafting or reviewing a non-compete for you, reach out to the Law Office of E.C. Lewis, P.C., home of your Denver business attorney, Elizabeth Lewis at 720-258-6647 or by email at elizabeth.lewis@eclewis.com.
by eclewis | Feb 11, 2015 | Business News
As a way of celebrating Valentine’s Day in the small-business context, this post will focus on small business and loving it! That being said, a recent study found that adults who “feel younger” than their actual age lived longer. What does that mean to feel younger? It’s all about enthusiasm, excitement, and a generally positive outlook. The same kind of feelings as when you are in love! Owning your own business is an exciting opportunity that will no doubt spark that youthful enthusiasm, but even if your business has been around for a while, it is important to keep that love alive. Doing so may not only help keep your business around longer, but it may also keep you feeling younger.
Think about this. People that are working for themselves or even for small businesses generally take a lot of pride in the work that they do, and that is because they can directly see the results of their hard work. They get a chance to see their satisfied customers and are able to feel like they are a meaningful part of the company. Many who work for large companies miss out on this same satisfaction. Small business owners or their employees get more variety and flexibility with their daily work, which can help keep you interested and excited about what you are doing and loving what you do.
A survey found that people who own or start their own businesses are happy with what they do and want to keep doing it. One study showed that newly-minted MBAs are happier starting their own company or working for small business than their big corporate counterparts. Another survey found that entrepreneurs are among the happiest people in the world.
Sure, starting a business and keeping it going can be very challenging but keep thinking about these exciting positives to small business and you will start to love your business even more, which will no doubt bring benefits to you and your employees in both their careers and personal lives.
If the business you love is in need of some legal assistance, or if you are ready to start your own, do not hesitate to reach out to the Law Office of E.C. Lewis, PC, home of your Denver Business Attorney, Elizabeth Lewis, at 720-258-6647 or email her at elizabeth.lewis@eclewis.com.
by eclewis | Sep 29, 2014 | Business News
If you are thinking about starting a new business, or just thought of an idea for a business, many people think someone out there is already doing it and that they should not bother. Instead of stopping there, why not spend just a few moments putting this idea to the test? By taking some simple steps, you can get a basic answer to the question of whether or not someone is doing the idea that you thought of. Be sure and also take a look at How to Research Your Business Name.
Step one is easy enough, run a few searches online, with your preferred search engine, of your business idea, to see if there is someone out there using it already. If you do find something similar or related to what you had in mind, it is important to take note of just how alike these findings are to your idea. Also look at whether or not they are actively using the idea and what areas of the country they are located in. If you do not find anything using broad terms or find too many results to manage, consider narrowing your search with more specific terms or with geographical terms, to give you more precise results.
Step two is a little more tedious, but it can give you some of the most important information of all. Visit the U.S. Patent Office website to search trademarks and patents, to see if anyone has any federal protections on ideas for slogans, symbols, inventions, and others.
To search through the trademark database, go to http://tmsearch.uspto.gov and run some Basic Word Mark searches. If you find something similar to your idea, follow this up with a normal online search to see if they are still an active company. You want to look and see whether or not they are actually selling or doing whatever it is they claimed is associated with the trademark. This is only the federal registry, so you will also want to take a look at your state’s registry too. Colorado’s can be found at http://www.sos.state.co.us/biz/BusinessEntityCriteriaExt.do, and this will search business names and trademarks. Remember that when it comes to trademarks, there are federal, state, and common law protections available to be considered.
To search the federal patent register, go to http://appft.uspto.gov/netahtml/PTO/ and click on Quick Search under Patents. Now try running different terms based on your business idea to see if someone has already patented what you had in mind. Remember that in order to be patentable, the idea must be an invention or improvement to an existing invention that is useful, novel, non-obvious, adequately described or enabled, and claimed by the inventor in clear and definite terms.
Copyrighted works can also be useful things to search through if your business idea involves any creative works. You can visit http://copyright.gov/eco/ and search their database. This database will only search the national registry, meaning someone must have registered their copyright for it to be here (which is not required), so it is important to note that this search is not exhaustive. However, this is still an important place to check regardless.
If you do not turn up any results that are similar using the various search engines and techniques described here, this is good news, but keep in mind that these are basic searches and it is recommended that you speak with an attorney to discuss if more thorough searching is necessary. Nevertheless, the information you obtained will still be helpful in determining what your next step should be.
On the other hand, if you did find someone is already doing what you had in mind, do not give up! Start thinking about a different approach to whatever the existing business is selling or doing, so you can continue refining your entrepreneurial ideas. Keep in mind that you can always consider sitting down with an attorney to explore the level of differences necessary to move forward with your business and protect you against related businesses already operating.
If you have any questions about your findings or you are ready to take the next step in starting your business or protecting your business idea, contact the Law Office of E.C. Lewis PC, home of your Denver Business Lawyer, Elizabeth Lewis, 720-258-6647 or email her at Elizabeth.Lewis@eclewis.com.
by eclewis | Sep 23, 2014 | Business News
Last year, Colorado, with the passage of HB 13-1138, the “Public Benefit Corporation Act of Colorado,” joined a growing minority of states that have passed legislation enabling the incorporation of “benefit corporations.” Benefit corporations are a corporation that can be structured as a C-corporation or S-corporation but are specifically committed to benefitting the public, in addition to making profits. Directors of benefit corporations are charged with balancing the interests of shareholders with the interests associated with supporting public benefits. This legislation allows both new and existing corporations to become benefit corporations.
These public benefits can include educational, environmental, charitable, religious, cultural, scientific, and other types of publicly beneficial causes. However, benefit corporations are able to state more than one cause that they wish to support. This can allow for some flexibility within the company in the kinds of goals they will support.
Some well-known examples of benefit corporations include Patagonia, Etsy, and Warby Parker. Here in Colorado, GoLite, a Boulder-based outdoor apparel and equipment company, New Belgium, the Fort Collins-based brewery, and others have decided to become benefit corporations.
While many corporations feel that charitable giving is part of their social responsibility and choose to give to such causes without being a benefit corporation, shareholders of benefit corporations are given the unique power to take legal action against the management of the benefit corporation if they are not producing public benefits. Conversely, it is rare, if not impossible, for shareholders of regular corporations to be able to take such legal action over charitable or public benefits foregone by a regular corporation.
Some see the development of benefit corporations as an exciting new era that demonstrates a commitment to corporate social responsibility. Others view them as potentially tying the hands of corporate management, especially if the company hits hard times, since regular corporations can still choose to give charitably. As a result, it will be interesting to see how these benefit corporations change the corporate world and how it will effect how companies try to generate both profits and public benefits.
If you have questions about setting up a corporation of any kind, be sure to contact the Law Office of E.C. Lewis P.C., home of your Denver Business Lawyer, Elizabeth Lewis, 720-258-6647 or email her at Elizabeth.Lewis@eclewis.com.
by eclewis | Aug 14, 2014 | Business News
New businesses and entrepreneurship are on the rise in the Centennial State. The Quarterly Business and Economic Indicators Report from the Secretary of State’s office, covering the second quarter of this year, has shown that new business entity filings have increased 4 percent compared to second quarter of 2013. This also represents a 4.8 percent increase overall for the past 12 months, when compared to the previous 12 month period.
Other positive trends for the second quarter include higher employment levels in Colorado and nationwide, as well as an increased rate of renewal filings of existing entities. Renewal filings increased 3.9 percent in the second quarter from the first quarter of this year. These and other economic indicators led to the predictions within the report for continued employment and economic growth for the next two quarters of this year thanks to new jobs from startups and growing businesses.
The report specifically projected more increases in filings over the third quarter of this year as well. While these filings are projected to slow down some during the fourth quarter of the year, as they typically do, they are nevertheless expected to be higher this year than last year’s final quarter.
Business Insider also recently ranked all 50 state economies growth rate by comparing them across eight economic indicators like unemployment, gross domestic product, average wages, and size of the working age population. Colorado earned the top spot on their list at #1 due to being within the top fifteen states in all eight of their metrics, as well as having a highly diversified economy. This further signals a growing economy for Colorado.
On June 9th, the Secretary of State announced a filing fee holiday for new business entity filings, which reduces the fees from $50 to $1. The holiday was prompted by budgetary surpluses with the Secretary of State’s Office and it will continue through the rest of the summer. After the summer, the fee will be reevaluated on a monthly basis. This holiday, when combined with the already positive economic trends that are being forecasted for the state, may help spark additional business formation and growth here in Colorado.
Now is a great time to consider starting or expanding your own business with the positive outlook of Colorado’s economy behind you, as well as reduced new business filing fees. In order to get started, be sure to reach out to the Law Office of E.C. Lewis PC, home of your Denver Business Lawyer, Elizabeth Lewis, 720-258-6647 or email her at Elizabeth.Lewis@eclewis.com.
