The Foundry Law Blog

Are Non-Solicitation Clauses Enforceable?

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 […]

The Importance of Information Security Policies & Why Your Company Needs One

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. […]

Are Electronic Signatures Valid in Washington?

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? […]

What Does Indemnity Mean and How Does it Impact my Business?

“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 […]

Hey, Foundry: Authorized Shares & Ownership

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 v. Non-Compete Clauses

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 […]

New Washington Law Limits Use of Certain Nondisclosure and Nondisparagement Provisions in Employment Agreements

  Washington Governor Jay Inslee signed into law the Silenced No More Act on March 24, 2022. The new law places specific restrictions in the way employers use nondisclosure and nondisparagement provisions in employment agreements and independent contractor agreements. In light of Governor Inslee’s recent signing, employers with Washington employees should revise their employment agreements […]

Trade Secret Basics – Protect Your Company’s Confidential Information

  A “trade secret” is generally defined as a piece of confidential information belonging to a company that provides the business with a competitive advantage in the marketplace. A few common examples include recipes, formulas, or presentations. While trade secrets can prove invaluable to a company’s success, owners must take appropriate steps to ensure their […]

Understanding an NDA and Issues to Watch Out For

Whether you are exploring an exciting new partnership, joint-venture opportunity, or seeking funding to grow your company, non-disclosure agreements (NDAs), or confidentiality agreements, are a normal component of many early negotiations.  While most NDAs contain boilerplate language, there are issues you should pay attention to and understand prior to signing an NDA.  Below we’ve highlighted […]

Washington State LLC Builder For Multi-Member LLCs

If you have or are thinking about going into business with others, then you know how important it is to get the right legal foundation in place for your company. A solid foundation means less time spent debating issues as they arise and more time focused on what matters for your business. For new or […]