2011 Monthly CLE Series
The Davis Wright Tremaine Seattle office offers a monthly series of one-hour CLE programs. If you can’t join us, check back to download slides from the presentations listed below.
View our presentations from our 2010 Monthly CLE Series.
You are also invited to receive free CLE credit for recorded Davis Wright Tremaine LLP CLEs via West LegalEdCenter. Register to access recorded DWT CLE programs.
Drafting and Enforcing Noncompetition Agreements
The most important assets for many businesses are their employees and the confidential and proprietary information those employees learn from the business. When employees depart, there is an increasing risk that trade secrets or other confidential information may be taken and used to harm the business. Many businesses are turning to noncompetition and related agreements to try to protect themselves. This program focused on key issues in drafting, implementing, and litigating noncompetition and related agreements with employees, including:
- The myth that noncompetes are not enforceable
- The kinds of consideration that will or will not support noncompetes
- The critical importance of choice of law and venue provisions
- The increase in state statutes governing noncompetes, such as in Oregon
- Protecting trade secrets and confidential information when there is no noncompete
- How judges and juries view noncompetes, and what noncompete litigation entails
- The effectiveness of nonsolicitation of employee and other "no-raiding" provisions
- Noncompetes in connection with M & A transactions
Speakers: Bob Blackstone and Rob Maguire
You Posted WHAT on Facebook? An Introduction to the Risks and Liabilities When Using Social Media
Social media offers compelling opportunities and new and unforeseen risks. Some organizations or people are overcautious when approaching social media; others jump in with little thought of the consequences. Social media has also jumbled many of the traditional legal approaches to media and technology.
This presentation discussed how laws and policies governing privacy, free expression, and intellectual property are all changing in the age of social media and provided suggestions and practice tips on how to develop social media policies that help organizations embrace the opportunities of social media while minimizing the attendant risk.
Speaker: Kraig Baker
Key Developments in Delaware Law
This program concentrated on recent developments in Delaware corporate and fiduciary duty law, and on the related issues that will impact in-house lawyers on a regular basis. Specific emphasis on:
- Indemnification and advancements for expenses
- Mergers and acquisitions
- Deal protections, breakup fees, termination arrangements and related issues
- Defensive measures and stockholder rights plans
- Executive compensation and compensation disclosures
- Say-on-Pay, Say-When, and Stockholder Ballot Access Initiatives
Attendees are now more familiar with recent Delaware decisions and developments that will affect their company's duties to shareholders and can anticipate and address potential areas of exposure to fiduciary duty claims.
Speaker: Marc Williams
We addressed the following questions related to trademark law:
- Why use a trademark?
- What is a trademark?
- How should you go about selecting a mark?
- What factors should be considered during selection of a mark?
- What do I have to do to acquire or own the mark?
- Why should I register a mark?
- How do I know what to register?
- Why are some marks better than others?
- How does a mark accrue value?
- How does a business increase the value of its marks?
Speaker: Cindy Caditz
Preventing and Defending Class Actions
This CLE covered:
- The nature of consumer class actions and how they differ from a standard case
- The expected lifecycle of a class action
- Preventive steps to limit class action liability, including enhanced disclosures, arbitration provisions, and choice of law clauses
- Dealing with media coverage that threatens the brand
- The likelihood and effect of similar lawsuits or government investigations
- Communicating with employees about pending class actions
- Handling class action discovery
- Motion practice and appeals in class actions
- Settlement considerations
Speakers: Steve Rummage and Fred Burnside
The Practice and Pitfalls of Internal Investigations: How to Keep Both Your License and Your Sanity
Internal investigations are often compared to brain surgeries—delicate, fraught with unexpected complications, and even when successful, serious aftereffects may remain.
This CLE covered, among other topics:
- How the Department of Justice views internal investigations
- The roles of general counsel and outside counsel
- Disclosure rules, mandatory and discretionary
- Conflicts of interest
Speaker: Mark Bartlett
Executive Employment Agreements
Before you recycle that form, spend an hour enhancing your understanding of some of the employment and employee benefit laws and issues impacting the drafting and negotiation of executive employment agreements. A multi-disciplinary approach to executive agreements can really add value, and may prevent (or minimize) issues later:
This CLE highlighted:
- Drafting tips for preserving employer flexibility
- Traps to avoid when drafting and negotiating common provisions
- Executive benefits and perks—tips & traps
- Section 409A compliance issues related to bonuses, deferred compensation and severance
- Customizing key terms to enhance enforceability of restrictive covenants
Speakers: Mary Drobka and Jeff Belfiglio
Intellectual Property Issues in Bankruptcy
We discussed the impact of bankruptcy on intellectual property rights. Topics covered included:
- Licensing agreements in bankruptcy
- Implications of licensing agreement rejection by debtor
- Implications of rejection of a trademark license by debtor
- Debtor licensee's intellectual property rights
- Lessons learned in drafting license agreements
Speakers: Ragan Powers and Hugh McCullough
Fundamentals of Loan Documentation
DWT partner, Ward Buringrud, discussed the basics of drafting term sheets and financial agreements in the loan documentation process. During the presentation, Ward will touch on some of the following points:
- Term sheet basics and problem areas
- Structuring loan documentation
- Negotiating credit agreements
- Representations and warranties
- Affirmative and negative covenants
- Events of default
- Security document essentials
- Oddball collateral, including vessels, aircraft, and IP
- Closing conditions and third-party consents
Speaker: Ward Buringrud
Keys to Alignment Between Intellectual Property Counsel and Business Leaders
Many companies make a significant investment in creating and protecting property, and rely upon the value and strength of their IP to add value to the company and protect its market position. But if the IP strategy is not properly aligned with the business strategy, the investment in IP may add much less value to the company than it otherwise could. To achieve good strategic alignment, it is essential that the company's IP counsel understand the objectives and challenges of the business. Likewise, if key people within the business understand certain principles of IP, they will be equipped to ask better questions and make better decisions in their interactions with their IP counsel.
In this presentation, DWT partner Dale Hunt, a patent attorney who works with businesses of all sizes, provided some recommendations regarding communications between business and IP, including a review of the three most important things an IP professional should know about any business he or she works with, and the three most important things a leader of any IP-oriented business should know about IP.
Speaker: Dale Hunt
Avoiding and Resolving Corporate Governance Disputes
Disputes among corporate officers, directors, and shareholders can present thorny issues for counsel. This discussion--co-presented by a corporate attorney and a litigator--identified proactive steps to reduce the risk of such disputes and to navigate corporate governance issues when they arise. Topics included:
- Effective communications with shareholders
- Best practices with regard to annual reports and meetings
- Voting rights
- Effective shareholder agreements
- Managing shareholder requests for records
- Duties with respect to extraordinary and/or self-interested transactions
Speakers: Brendan Mangan and Donna Cochener
An Introduction to Video Games and Gamification
Video games and using game mechanics in loyalty programs, creating incentives for behaviors and education, so-called "gamification," is pervasive and is impacting both consumer and corporate behavior and expectations. This CLE introduced you to the unique issues associated with developing, using, and integrating video games and game mechanics into your organization and what you need to know about ownership, regulatory issues, and risks.
Speaker: Kraig Baker