Tag: Phoenix business lawyer

• SMART Goal Setting for 2014

  

  Happy New Year everyone! I hope everyone had a wonderful holiday season and is ready to hit the ground running in 2014. For a lot of people, a new year means new goals. I know I spent a few days in December looking back on 2013 and making plans for 2014.

  I’m a big fan of writing goals for the year – personally and professionally. You can call them resolutions if you want but some people think that’s just setting yourself up to fail – use whatever term works for you.  I prefer to use the SMART method when I set a goal. SMART is a mnemonic for the criteria for what a goal must be:

  S = Specific
  M = Measurable
  A = Action-based (Some variations says A stands for Attainable)
  R = Realistic (Some variations say R stands for Results-focused)
  T = Time-sensitive

  I’ve found this method really works for me. To give you an example, one of my 2014 goals is to celebrate the law firm’s second anniversary and that I’ve moved into a brick and mortar office by throwing an open house event at my new office in January. What are your goals for 2014? Please share them in the comments below and if there’s anything I can do to help you achieve them. Apparently sharing your goals with others helps you achieve them too because people will be asking you about it and doing what they can to support you and your goals.

  Sometimes my goal feels too big to be attainable all at once so I break it down into manageable pieces, and usually assign a specific deadline for each portion.

  One thing I often ask myself as I’m setting SMART goals is how am I going to achieve it. If my goal involves meting more business contacts I have to figure out who I want to meet and where I’m going to meet them. If my goal is to make more money, I need to have a plan to either bring in more clients or make more money from each person I’m working with. So don’t just thing about the “what” but also the “how.”

  I saw a fascinating video recently about why New Year’s resolutions are more successful than other goals. It’s pretty interesting and worth a few minutes of your time.

  I look forward to helping you achieve your goals for 2014. Please share your goals in the comments below and feel free to connected with me on Twitter, Google+, Facebook, YouTube, LinkedIn, or you can email me. You can also subscribe to the Carter Law Firm newsletter.
  Please visit my homepage for more information about Carter Law Firm.

  January 2, 2014

  •

  Ruth Carter

  •

  Business Law

  Arizona business attorney, business goals for 2014, Carter Law Firm, goal setting, how to set goals, New Year’s resolutions, Phoenix business lawyer, Ruth Carter, SMART goals

• Crazy Contract Clauses

  

  I love contracts. I know this makes me a big legal dork, but I love writing them and reviewing them.

  A contract is the documentation of how a relationship is going to work and as long as the provisions aren’t illegal, you can put in whatever you want. There’s a lot of room for creativity, and I wish more people would take advantage of it. I was tickled pink earlier this year when I got to use the phrase “sexy bitch” in a contract. Granted, this was a contract between another legal blogger and me, so we had more license to have fun with it once we got the essential verbiage down.

  I worked with a woman earlier this year who was writing the terms of service for her website. She was overwhelmed and confused when she read other sites’ terms but relaxed when I explained what all the legalese meant and that she could write terms that were simple and in layman’s terms, similar to what Reddit does. A few months ago I walk talking with a business owner who was frustrated when his co-owner cancelled their meetings. Since they were both fans of craft beer, I suggested they put a provision in their operating agreement that the penalty for cancelling a meeting for a non-emergency would be a growler of beer.

  I did some digging and here are some of my favorite crazy provisions I’ve heard about in other contracts.

  1. Michael Jordan’s contract with the Chicago Bulls said he could play basketball anytime anywhere. He could play in exhibitions, pick-up games, etc. Apparently, he is the only player general manager Jerry Krause gave this provision to. I suspect other professional athletes have a lot of limits put on their activities to prevent injuries.
  2. The Houston Astros promised pitcher Roy Oswalt a bulldozer if they won the 2005 National League Series. The Astros won and the team gave Oswalt a Caterpillar D6N XL as promised.
  3. Van Halen’s rider required concert venues to provide the band with a bowl of M&Ms but no brown ones. This provision was quite ingenious. Van Halen’s show was a huge production that used 850 par lamp lights and at the time most venues weren’t used to them. If the band arrived and there were brown M&Ms in the bowl, it showed that the venue may not have read the contract carefully enough and they would do an additional check to make sure everything for the show was put up properly.

  I love drafting custom contracts and I encourage people to ask for what they really want and make them their own. If you want to chat with me about this or any other topic, you can connect with me on Twitter, Google+, Facebook, YouTube, LinkedIn, or you can email me.
  You can also subscribe to the Carter Law Firm newsletter.
  Please visit my homepage for more information about Carter Law Firm.

  December 19, 2013

  •

  Ruth Carter

  •

  Business Law, Featured Post

  Arizona business attorney, business contracts, Carter Law Firm, contract law, crazy contract, custom contracts, funny contracts, M&M test, Phoenix business lawyer, Ruth Carter, Van Halen

• Networking Should Be Fun

  

  If you’re a business owner, networking is part of your job. It’s a significant part of my job. I attend two to four events to shake hands and kiss babies every week. My goal at each of these events is to make connections and build relationships with other professionals in my community.

  Because my goal is to create relationships, I prefer to network in smaller groups and one-on-one than at large networking events. Larger events tend to be loud, crowded, and you never know who you’re going to meet. You may meet some interesting people at these events but it also feels like it would be easier to find a needle in a haystack than to find the people you really want to meet. I prefer personalized introductions and specialized networking events like those geared towards entrepreneurs, social media professionals, local business owners, artists, and my fellow legal eagles.

  Most of the time, a networking meeting involves meeting for coffee. Coffee is fine, especially from awesome independent shops like Luci’s and Lux. (The last cup of coffee I had at a Starbucks was so vile it made me never want to go there again.) I’ve networked so much that I’m a little coffeed out and I’m looking to change it up a bit.

  I’m a big believer that if you don’t love your job, you should change it. In that spirit, I want to make networking more fun. Networking is really about making connections by sharing information and ideas between people. The location is simply the forum. So why not make it a fun-based experience?

  I recently invited my email list to meet me for ice cream (ICE KREM!) instead of coffee this summer. Come on – it’s freakishly hot in Phoenix. We should have something refreshing. Besides ice cream, I’d love to network over a game of cards or Skip-Bo. For people who are a more adventurous we could go bowling or hit my favorite trampoline playground. I would be happy to meet with people before attending a book signing at Changing Hands or a movie screening by the AZ Tech Council or wander around the Phoenix Art Museum on a Wednesday night when it’s open to the public for free.

  When the weather cools down, I think it would be fun to meet people while feeding the fish at the Japanese Friendship Garden, wandering around First Friday, or taking our dogs to the dog park.

  So, if you are a professional networker who wants to kick the experience up a notch and you work in the same circles as me, drop me a line. Of course, if I find you unbearable or you hit me with a hard sell, I will assume you don’t understand the real purpose of networking and invoke the Law of Two Feet.

  You can connect with me on Twitter, Google+, Facebook, YouTube, LinkedIn, or you can email me. You can also subscribe to the Carter Law Firm newsletter.
  Please visit my homepage for more information about Carter Law Firm.

  July 11, 2013

  •

  Ruth Carter

  •

  Uncategorized

  Arizona business lawyer, B2B network, business networking, business networking tips, business to business network, Carter Law Firm, fun networking, how to network, Law of Two Feet, Phoenix business lawyer, Ruth Carter, small business networking, social business network, social networking business

• How To Trademark a Business Name

  

  Last week a friend asked me if a business could trademark their name. Anyone who’s spent much time with me knows that the answer to every legal question is “It depends.” In this case it depends on whether your business name is trademarkable and if anyone else had claimed the same or a similar name for your category of goods or services.

  When you start a business, check the U.S. Patent and Trademark Office (USPTO) database to see if anyone has registered the name you want to use (or a similar one) for selling the same goods and services as you. If someone’s already using the name you want, you will likely be infringing on their trademark rights if you use the name on your products. They could force you to change your name and rebrand if you use the name that someone’s already registered. If you were using the business name on your products and someone registers the name before you, you’ll be in the Burger King situation where you can keep using your name, but only in your established market.

  Once you establish that your desired name hasn’t been registered by someone else, you have to look at whether the name you want is trademarkable. Not every business or product name can be a registered trademark. Here are the five types of trademarks.

  1. Fanciful Marks: Fanciful marks are words that didn’t exist before you stuck it on your products. Examples include Exxon and Kodak. These marks can be registered with the USPTO main registry.

  2. Arbitrary Marks: Arbitrary marks are words in real life, but they are stuck on a product that has no connection to the word. For example, the mark “Apple” for computers, cell phones, and digital music players is an arbitrary mark. The fruit has nothing to do with digital machines and gadgets. These marks can be registered with the USPTO main registry.

  3. Suggestive Marks: Suggestive marks are marks where if you think about it, you can make a connection between the mark and the product. “Playboy” as a mark for a men’s magazine is a suggestive mark. These marks can be registered with the USPTO main registry. It’s sometimes hard to discern the difference between suggestive and descriptive marks.

  4. Descriptive Marks: Descriptive marks merely describe the product. This includes businesses where the owner names the business after themselves. These marks can be registered on the USPTO main registry after they’ve established “acquired distinctiveness,” which usually means you’ve been using the mark for five years.

  5. Generic Marks: Generic marks are the name of the products themselves. It would be if you had an apple orchard and wanted to sell your apples using the mark “Apples.” If the USPTO let you register that mark, no other apple farmers could call their apples “apples” without infringing on your trademark rights. Generic marks can never be registered with the USPTO.

  This video may help. You can watch it below or see it here.

  If you want to know if your business name can be your trademark and the risks and rewards surrounding registering your mark, contact a trademark attorney in your community.

  You can connect with me on Twitter, Google+, Facebook, YouTube, LinkedIn, or you can email me.
  You can also subscribe to the Carter Law Firm newsletter.
  Please visit my homepage for more information about Carter Law Firm.

  May 23, 2013

  •

  Ruth Carter

  •

  Business Law, Intellectual Property

  Arizona business lawyer, Arizona intellectual property lawyer, Arizona IP lawyer, Arizona small business law firm, Arizona trademark attorney, Arizona trademark law firm, Arizona trademark lawyer, Carter Law Firm, how do I trademark a name, intellectual property law firm, intellectual property lawyer, IP law firm, IP lawyer, Phoenix business lawyer, Phoenix intellectual property lawyer, Phoenix IP lawyer, Phoenix small business lawyer, phoenix trademark lawyer, Ruth Carter, Trademark attorney, Trademark business name, trademark check, trademark law

• Does Your Employer Have a Social Media Policy?

  

  Does your company handbook have a social media policy in it? And I mean a policy that talks about what you can and can’t say on your social media accounts. I don’t mean the policy that a lot of employers have about not being on Facebook and Twitter during company time or on company computers.

  Seriously, go check. I’ll wait.

  If you don’t have one, don’t feel bad. About a year ago 76% of companies didn’t have a social media policy. That’s disturbing. I’m surprised when I meet someone who isn’t involved in some type of social media. It’s staggering that employers haven’t kept up with the times.

  People visit this site all the time looking for information about what their employers can and can’t do regarding social media – Can my employer require me to promote them with my personal Facebook account? (No.) Can my employer control my Facebook? (No.) Can my employer require me to delete my social media account? (No.) Can my employer print my Facebook pictures? (Yes.) Can I be fired for how I spend my personal time? (Maybe.) Can my employer monitor my personal Facebook page? (If it’s public, yes.)

  That’s just a handful of the questions I’ve gotten in the last month.

  The issue is clear – If your employer doesn’t have a social media policy, ask for one. And tell them they better check the latest report from the NLRB before they write it.

  Left to their own devices, most employers will write a social media policy that says you have to promote the company with your personal accounts and/or you can’t say anything negative about the company online. Both of these provisions are illegal. The former violates Facebook’s terms of service; the later violates the NLRA.

  What’s the NLRA? It stands for National Labor Relations Act. It protects employees’ abilities to talk amongst themselves about things like wages and work conditions. You’re allowed to do it publicly (even on the internet) and you don’t have to be respectful about it. If you’re ever fired for something you did on your social media account and you think it was protected by the NLRA, you can file a complaint with your employer with the National Labor Relations Board (NLRB). In the worst-case scenario, your employer will be required to give you back pay, pay you damages, and offer you your job back.

  My lawyer friend who litigates these cases recently told me that $10,000 was a low amount that an employer would be ordered to pay in these situations if they fired someone for a reason that violated the NLRA.

  I tell every employer that they need a social media policy that provides a list of dos and don’ts for employees. I also tell them to hire an attorney to write the policy for them to ensure that it complies with the NLRA. Then I tell them to at least have their attorney review it every 6 months. The NLRB regularly publishes new reports based on their cases so the policy that was valid when it was written may be invalid now.

  This is one of those times when you can’t just download a social media policy template and call it good. This area of law is changing too often.

  It’s better to pay a chunk of money now to have someone write your social media policy than to have to pay $10,000+ in back pay, damages, attorneys’ fees, plus whatever it costs for your headache and stomach pain medication to treat the stress of dealing with an NLRB investigation. This is a problem a lot of employers don’t realize they have until it’s too late, and it doesn’t have to be. Call an attorney who understands social media and the NLRB to draft your policy for you.

  If this was TL:DR, I made a video. You can watch it below or here.

  You can connect with me via Twitter, Google+, Facebook, YouTube, and LinkedIn, or you can email me.
  Please visit my homepage for more information about Carter Law Firm.

  February 21, 2013

  •

  Ruth Carter

  •

  Business Law, Employment Law, Featured Post, Internet law

  Arizona business lawyer, Can my employer control my Facebook, Can my employer monitor my personal Facebook page, Can my employer print my Facebook pictures, Can my employer require me to delete my social media account, Can my employer require me to promote them with my personal Facebook account, Carter Law Firm, Internet lawyer, Phoenix business lawyer, Phoenix small business lawyer, Ruth Carter, sample social media policy, social media lawyer, Social media policy

• Publishing Contracts: Copyright Assignment vs Copyright License

  

  I had the pleasure of speaking about the legalities of publishing at Changing Hands Indie Author Conference on February 9, 2013. My session covered the basics of copyright, the importance of registering your copyrights and publishing contracts. I wanted to do a recap of the two types of publishing contracts from a copyright perspective: copyright assignments and copyright licenses.

  A copyright is the rights you get in your work. Your rights are created the instant you have an original work of authorship fixed in a tangible medium. As the copyright holder, you have the exclusive right to copy, distribute, display, perform, and make derivative works based on your original work. If you want to let someone publish your work, you need a copyright assignment or a copyright license. This should be a signed contract between the parties and it should be explicit about the rights you’re giving up (if any) and what you will get in return.

  Copyright Assignment
  When you give someone a copyright assignment, you give them your copyright. When you have a copyright assignment, you do not own your copyright anymore; the other party does. If you publish your work after you assign it to someone, you will be committing copyright infringement, even though you were the original author of the work. Some publishers require you to assign your copyright to them or else they won’t publish your work.

  If you give someone a copyright assignment and you later regret the decision, you have to buy your copyright back from them. I know at least one artist who sold the copyright in his work and later purchased it back because it was more lucrative for him to control it.

  Copyright License
  If you grant someone a copyright license, you retain ownership of your copyright and you give the other party permission to use some or all of your copyright rights. You may grant a publisher the rights to publish your work in print and/or as an ebook but retain the right to create an audio version of your work. J.K. Rowling retained her internet rights to the Harry Potter series when she negotiated her contract with her publishers, which is why she could create Pottermore.

  If you license your work, the license should explicit state whether the license is exclusive or non-exclusive, time-limited or perpetual, and clearly state how you will be compensated for granting the other party the license.

  Publishing contracts are complicated and it’s best to have a lawyer review the contract before you sign it to ensure you understand what rights you’re giving up and what rights you get to keep. As always, if there’s a portion of a contract that you don’t understand, don’t sign it.

  I also created a video this week about the difference between copyright assignments and copyright licenses here.

  
  You can connect with me via Twitter, Google+, Facebook, YouTube, and LinkedIn, or you can email me.
  Please visit my homepage for more information about Carter Law Firm.

  February 14, 2013

  •

  Ruth Carter

  •

  Business Law, Intellectual Property

  Arizona attorney, Arizona business attorney, book publishing contract, Carter Law Firm, Changing Hands bookstore, contract attorney, copyright assignment, Copyright lawyer, copyright license, copyright license agreement, get my book published, get your book published, Indie Author Conference, Phoenix business lawyer, Phoenix lawyer, publishing a book, publishing contracts, Ruth Carter

• How To Get a Free Consultation with Ruth Carter

  

  I’m excited to share that I’ve teamed up with Gangplank in Chandler to offer free legal mentoring services on the first Monday of the month from 1pm until 4pm. I can see 3 people for 45-minutes each every month at no charge.

  

  My legal mentoring hours are a great opportunity to informally bat around your ideas and questions about your projects and business. Coming to my mentoring hours does not create an attorney-client relationship between us. We won’t have any ongoing obligations to each other unless we decide to create a formal working relationship.

  Gangplank provides free collaborative workspaces in Arizona, Virginia, and Canada. They provide the physical and social infrastructure for creative people to launch their startups. These are wonderful places for freelancers and new business owners to work. In Arizona, Gangplank has locations on Chandler, Avondale, and Tucson.

  I love working with Gangplank. They have a fantastic group of dynamic people who have an enormous amount of creativity and drive. They have a very informal environment and they do incredible work. It fits brilliantly with my desire to be the approachable lawyer who wears t-shirts.

  

  Gangplank in Chandler is located at 260 South Arizona Avenue. Their events calendar shows their mentors’ availability and also all their other events like their weekly brown bag presentations, hacknights, and workshops. They have a wealth of other mentors too who provide assistance in the areas of business, leadership, marketing, design, finance, and technology.

  Gangplank is in charge of scheduling the mentoring hours so please check their event calendar for my availability. You can book a mentoring appointment with me by emailing them at chandler@gangplankhq.com.

  Please note: my mentoring hours at Gangplank are not for my ongoing clients with whom I’ve created an attorney-client relationship. These appointments are for people who think they might need a lawyer, people who just want some general legal information, law students, anyone else who wants to chat for an hour.

  You can connect with me via Twitter, Google+, Facebook, YouTube, and LinkedIn, or you can email me.
  Please visit my homepage for more information about Carter Law Firm.

  January 31, 2013

  •

  Ruth Carter

  •

  Business Law, Employment Law, Flash Mob Law, Intellectual Property, Internet law

  Arizona business lawyer, Carter Law Firm, Copyright lawyer, free legal consultation, Gangplank, Gangplank Chandler, Internet lawyer, Phoenix business lawyer, Ruth Carter, small business lawyer, social media lawyer, trademark lawyer

• Carter Law Firm’s Top 10 Posts From 2012

  

  It’s been an amazing first year at Carter Law Firm! Thank you to everyone who made it so wonderful. According to my analytics, these were the most popular posts from this year. Enjoy!

   

  

  When Can Someone Post Photos Of You Online

  What’s Up With The Disclaimers On Facebook

  How To Respond If An Interviewer Asks For Your Facebook Password

  How To Start A Business In Arizona

  Woman Attacks Camera Man On Camelback

  Copyright Infringement On Pinterest

  Avoid Piercing The Corporate Veil

  Creative Commons Images For Your Blog

  The North Face vs The South Butt Trademark Saga

  I’m An ABA Legal Rebel!

  Have a great new year everyone! I’m excited for what’s to come and sharing it with you.

  You can connect with me via Twitter, Google+, Facebook, and LinkedIn, or you can email me.
  Please visit my homepage for more information about Carter Law Firm.

  December 30, 2012

  •

  Ruth Carter

  •

  News

  Attorneys in Phoenix AZ, Carter Law Firm, copyright attorney, Creative Commons, Intellectual property attorney, Legal Rebel, Phoenix business lawyer, Phoenix lawyer, phoenix social media attorney, Ruth Carter

• Celebrity Trademark Woes

  

  In the last week there have been a few stories about celebrities running into trouble with prospective trademarks. I thought I’d break down the two major stories I’ve heard.

  Blue Ivy
  Jay-Z and Beyonce had a daughter earlier this year and named her Blue Ivy Carter. (Why do celebrities give their kids such stupid names?) According to the news report, Jay-Z filed an application to trademark her name within days of her birth. It seems very strange to me that a high priority of a new parent is starting a product line based on their kid’s name.

  To have a trademark, you have to select a mark and the product or service you’re going to use it with. A mark can be anything that will differentiate your product or services from the competition – a word, a tag line, a color, a scent, a sound, etc. Its purpose is to inform consumers about the source and the quality of the goods they’re buying. Once you register a mark with the U.S. Patent and Trademark Office, no one can use a similar mark on similar goods and services because it might lead to consumer confusion.

  Jay-Z’s trademark plan hit a bit of a snag. When he applied for the trademark, he was likely informed that there are several registered trademarks featuring the phrase “blue ivy.” One is an event and wedding planning service, another is an online furniture retailer, and another is a retail store that sells clothing, jewelry, accessories, and giftware.

  Jay-Z and Beyonce could register “Blue Ivy Carter” as a trademark, but not to sell a good or service that was similar to one of the existing registered marks. It appears they’ve registered the mark for skin care products, baby products, ring tones, key rings, and accessories among other things. The list is disgustingly extensive.

  The best part of the trademark record is where it says, “The name ‘BLUE IVY CARTER’ identifies a living individual whose consent is of record.” That’s funny.

  Khroma
  The other trademark story I heard recently involves the Kardashians. Apparently they plan to release a makeup line called Khroma Beauty that is expected to be sold in Sears and CVS Pharmacies. The problem they’re running into is the fact that there’s a salon called Chroma Makeup Studio in Hollywood that sells its own Chroma brand of makeup. I couldn’t discern in a quick search if the studio owner had registered the trademark.

  The general rule in trademark is that it’s not enough to have a different spelling of the same word as your competition’s mark. For example, if someone owed an “Alligator Furniture Store” in your city, you probably couldn’t open a competing store called “Allig8tor Furniture.”

  Even without registration, the owner of the Chroma mark gets the exclusive rights to use his mark in commerce wherever the market has been established. If nothing else, he might have a valid argument to keep Khroma makeup out of the stores near his studio. He’s asked the Kardashians to change the name of their makeup.

  When selecting a potential mark, it’s a good idea to check the U.S. Patent and Trademark Office to see if someone has already registered the mark you want to use on similar goods and services. If they are, you’ll have to pick a new trademark.

  It’s also prudent to run a simple Google search to see if someone is using the mark in commerce without registering it. If they are, you’ll have to consider whether it would be better to pick something new or use a similar mark knowing that the other user has the exclusive right to use the mark where they’re established. If you register your similar mark, you can use it everywhere in the country except the areas where your competition established itself prior to your registration.

  Feel free to connect with me via Twitter, Google+, Facebook, and LinkedIn, or you can email me.
  Please visit my homepage for more information about Carter Law Firm.

  November 1, 2012

  •

  Ruth Carter

  •

  Business Law, Intellectual Property

  Arizona business lawyer, Blue Ivy, Blue Ivy Carter, blue ivy trademark, Carter Law Firm, Chroma makeup, Chroma makeup studio, Intellectual property attorney, Khroma, Phoenix business lawyer, phoenix trademark lawyer, Ruth Carter, Trademark attorney, trademark law, trademark lawyer

• Is Your Non-Compete Agreement Enforceable?

  

  When you started your job, did you read your employment agreement before you signed it? What about the employee handbook – did you read it or just sign the form that says you read it? There’s a good chance one of those documents contained a non-compete agreement (NCA).

  NCAs are a necessary evil, especially in this day when employees are less likely to stay at a company for their entire careers. These are contracts that restrict your ability to work in a similar position for a specified amount of time and geographic area if you leave the company.

  When someone’s thinking of leaving their job, they often review their NCA and ask if it’s valid. A lot of companies won’t hire you if it would violate your NCA. If you think your NCA is invalid, you can go to court and ask a judge to invalidate it.

  The court will have a hearing and weigh your interests against your employer’s. On one hand your employer doesn’t want to train someone and give them access to company information to lose them to their direct competition.  On the other hand, you have a right to choose where you work and you shouldn’t become unemployable because of a NCA.

  The validity of a NCA is governed by state laws and decisions from previous court cases. There was a great article in the September edition of Arizona Attorney Magazine by David Bray and David Ferrucci about the enforceability of NCAs. Here are some of the highlights.

  Courts generally want NCAs to have clear and reasonable provisions. If your NCA can interpreted in two ways – one that narrow and enforceable one that is overly broad and unenforceable and in the ex-employee’s favor – the court will usually rule in that it’s too broad and thus unenforceable. The court will look at whether you negotiated your NCA. Many new hires are given a nonnegotiable NCA as part of their employee handbook and they can either accept it as written or work somewhere else. If the NCA was negotiated, the court will be more likely to try to determine the parties’ intent when they wrote the contract.

  There’s also something called the blue-pencil rule in Arizona. This allows a court to excise “grammatically severable” and unreasonable provisions from a contract but keep the reasonable provisions. This keeps the whole contract from being invalid because of one invalid provision.

  You can also have step-down provisions in the contract.  An example of this would be, “This non-compete agreement will be in place for 12 months after the employee leaves the company. If a court finds this duration to be invalid, then the duration will be 9 months. If a court finds this duration to be invalid, then the duration will be 6 months.”

  A valid step-down provision will only have 2 or 3 choices and be written in good faith. A 2006 Arizona case said that good faith step-down provisions must be:

  1. Definite,
  2. Consistent with the underlying provision,
  3. Easily severable from unreasonable provisions,
  4. Have a narrow duration range, and
  5. Have a reasonable geographic scope.

  A valid NCA might result in you not being able to work for a direct competitor or in the physical vicinity of your previous employment, but your skills are likely transferable to other jobs or you can do the same job if you’re willing to do it far enough away from your previous employer.

  Read your employment contract carefully. If you’re an employee, get a copy of it before your first day on the job so you can review it and possibly have a business lawyer review it. If you’re an employer, hire a lawyer to write your NCA for you so a court will be less likely to rule that it’s overly broad or otherwise invalid.

  One word of caution: In contract cases, Arizona is a “loser pays” state. If you go to court to dispute a NCA and you lose, you’ll be paying for your attorney and the other side’s attorney.

  Feel free to connect with me via Twitter, Google+, Facebook, and LinkedIn, or you can email me.
  Please visit my homepage for more information about Carter Law Firm.

  August 30, 2012

  •

  Ruth Carter

  •

  Business Law

  Arizona Attorney magazine, Arizona business attorney, business non compete agreement, Carter Law Firm, David Bray, David Ferrucci, employee non compete agreement, employment contract, Employment law, non compete agreement Arizona, non-compete agreement, Phoenix business lawyer, Ruth Carter