One of my favorite parts about being an attorney at Foundry is the firm’s acquisition practice. Whether we are representing the buyer or seller, acquisitions are an exciting, pivotal moment for our clients. However, acquisitions are also stressful for clients: a lot of money is involved and the “what if” and “what about” considerations are […]
Email from a startup whose founders have been working on the company’s product for months prior to incorporating: “Hey, Foundry: what are your thoughts on not including a vesting schedule for our founder shares?” At Foundry, we frequently receive questions like this, as the implications of vesting schedules for founder shares is a decision that […]
On September 1, 2022, the City of Seattle will have a new ordinance regrading independent contractors. The new law, labeled the Independent Contractor Protection Ordinance (ICPO), is designed to protect independent contractors from delayed payment and help them receive greater information about the terms and conditions of their work. The ordinance only applies to independent […]
This is a common question that our attorneys often hear from Washington startups. While the specific answer will likely depend on your particular company and situation, there are a few factors to take into consideration when deciding on your state of incorporation. Some of these include the requirements of incorporation, the overall cost of incorporation, […]
A non-solicitation clause is a common provision that employers incorporate into their employment agreements. The clause essentially tries to protect a company’s clients. Under Washington law, non-solicitation provisions are generally enforceable provided that they meet certain conditions. What is a Non-Solicitation Provision? A non-solicitation clause is often used in an employment contract between an employer […]
Information security policies, also known as “ISPs,” refer to a collection of directives, regulations, and rules that advise and direct how an organization manages, protects, and distributes its information. These policies often cast a wide net, as they normally address all of an organization’s data, programs, systems, facilities, infrastructure, users, and third and fourth parties. […]
In many instances, yes. Washington adopted the Uniform Electronic Transactions ACT (UETA) in 2020. UETA sets forth specific requirements concerning the validity of electronic signatures for transactions related to business, commercial, and governmental matters. Learn of best practices to help ensure your business complies with the law. What Makes an Electronic Signature Valid in WA? […]
“Indemnity” is a legal term that often arises in discussions and dealings with business contracts. The term means that if one party to a contract suffers a loss because of a second party’s conduct, the second party has to compensate the first party. Please note, though, that the specific scope and effect of an indemnity […]
Email from a recently formed two founders start up: “Hey, Foundry, when you formed our corporation, I thought we had 10 million authorized shares. Why do we only have 4 million shares each and not 5 million if we are 50-50 owners?” At Foundry, we frequently receive questions like this. To start, it is standard […]
Non-solicitation and non-compete clauses are both common provisions that employers incorporate into employment agreements. While the two may have similarities, they are quite different provisions that accomplish separate goals. Note, too, that in 2019, Washington state revised its non-compete laws. This means that if your employment contracts include a non-solicitation and/or a non-compete clause, now […]