Comments for Technology Law Notes http://www.techlawnotes.com On contracts, intellectual property, and startup companies. By D. C. Toedt Sat, 03 Mar 2012 13:54:24 -0600 hourly 1 http://wordpress.org/?v= Comment on An NDA and a non-compete are not the same by D. C. Toedt http://www.techlawnotes.com/an-nda-and-a-non-compete-are-not-the-same/comment-page-1/#comment-11450 D. C. Toedt Sat, 03 Mar 2012 13:54:24 +0000 http://www.techlawnotes.com/?p=9871#comment-11450 Good point, Brian. A no-hire or no-solicit clause in a one-to-one NDA would be less likely to run into antitrust troubles than the multi-company agreement that attracted unwanted attention from the Justice Department, as discussed in <a href="/dojs-employee-solicitation-consent-decree-for-silicon-valley-companies-the-exceptions-are-the-most-interesting-part/" target="_blank" rel="nofollow">this blog post</a>. Good point, Brian. A no-hire or no-solicit clause in a one-to-one NDA would be less likely to run into antitrust troubles than the multi-company agreement that attracted unwanted attention from the Justice Department, as discussed in this blog post.

]]> Comment on An NDA and a non-compete are not the same by Brian Rogers http://www.techlawnotes.com/an-nda-and-a-non-compete-are-not-the-same/comment-page-1/#comment-11449 Brian Rogers Sat, 03 Mar 2012 13:27:19 +0000 http://www.techlawnotes.com/?p=9871#comment-11449 D.C.: Another restrictive covenant--the no-hire provision--can be important when a company is entering into an NDA with a party that might try to poach its talent. While the non-compete is usually over-reaching in an NDA, I wouldn't hesitate to ask for a no-hire provision (or, alternatively, its cousin the non-solicitation clause). D.C.: Another restrictive covenant–the no-hire provision–can be important when a company is entering into an NDA with a party that might try to poach its talent. While the non-compete is usually over-reaching in an NDA, I wouldn’t hesitate to ask for a no-hire provision (or, alternatively, its cousin the non-solicitation clause).

]]> Comment on Slides for my IACCM “Ask the Expert” Webinar on intellectual property basics this morning by D. C. Toedt http://www.techlawnotes.com/slides-for-my-iaccm-ask-the-expert-webinar-on-intellectual-property-basics-this-morning/comment-page-1/#comment-11448 D. C. Toedt Thu, 01 Mar 2012 19:26:48 +0000 http://www.techlawnotes.com/?p=9892#comment-11448 Thanks Cameron -- fixed, with a revised slide deck in the main posting. Thanks Cameron — fixed, with a revised slide deck in the main posting.

]]> Comment on Slides for my IACCM “Ask the Expert” Webinar on intellectual property basics this morning by Cameron Renwick http://www.techlawnotes.com/slides-for-my-iaccm-ask-the-expert-webinar-on-intellectual-property-basics-this-morning/comment-page-1/#comment-11447 Cameron Renwick Thu, 01 Mar 2012 16:14:49 +0000 http://www.techlawnotes.com/?p=9892#comment-11447 Hi D.C., I was on your IACCM IP webinar this morning, I found it very informative, thankyou. I was just on your website to look at the presentation slides and the section on Copyright duration and the Walt Disney case in particular. However, this section is not included in your slide link on the web page. Would you be able to provide these slides? Many Thanks, Cameron Renwick Senior Contracts Officer DAVAO Thales Avionics Hi D.C.,

I was on your IACCM IP webinar this morning, I found it very informative, thankyou.

I was just on your website to look at the presentation slides and the section on Copyright duration and the Walt Disney case in particular. However, this section is not included in your slide link on the web page. Would you be able to provide these slides?

Many Thanks,

Cameron Renwick
Senior Contracts Officer
DAVAO
Thales Avionics

]]> Comment on A cautionary tale: Don’t say “renew” when you mean “extend” by Koncision » A Reminder of the Limitations of Terms of Art http://www.techlawnotes.com/a-cautionary-tale-dont-say-renew-when-you-mean-extend/comment-page-1/#comment-11383 Koncision » A Reminder of the Limitations of Terms of Art Tue, 24 Jan 2012 14:07:07 +0000 http://www.techlawnotes.com/?p=9643#comment-11383 [...] A Reminder of the Limitations of Terms of Art Posted on January 23, 2012 by Kenneth A. Adams var addthis_product = 'wpp-261'; var addthis_config = {"data_track_clickback":true};Reader D.C. Toedt let me know about the recent opinion of the Eighth Circuit Court of Appeals in Camelot LLC v. AMC ShowPalace Theatres, Inc., and he wrote about it himself here. [...] [...] A Reminder of the Limitations of Terms of Art Posted on January 23, 2012 by Kenneth A. Adams var addthis_product = 'wpp-261'; var addthis_config = {"data_track_clickback":true};Reader D.C. Toedt let me know about the recent opinion of the Eighth Circuit Court of Appeals in Camelot LLC v. AMC ShowPalace Theatres, Inc., and he wrote about it himself here. [...]

]]> Comment on Ouch! Judge Posner eviscerates both a damages expert and the trial judge who let him testify against FedEx by Posner: Plaintiff’s Regression Analysis has as many Bloody Wounds as Julius Caesar « Science Bar http://www.techlawnotes.com/ouch-judge-posner-eviscerates-both-a-damages-expert-and-the-trial-judge-who-let-him-testify-against-fedex/comment-page-1/#comment-9561 Posner: Plaintiff’s Regression Analysis has as many Bloody Wounds as Julius Caesar « Science Bar Mon, 09 Jan 2012 20:30:34 +0000 http://www.lawnotes.com/?p=9509#comment-9561 [...] Airlines v. FedEx (7th Cir. Dec. 27, 2011). Via D.C. Toedt’s Excellent Law Notes Blog. Share this:TwitterFacebookLinkedInTumblrLike this:LikeBe the first to like this post. Tags: [...] [...] Airlines v. FedEx (7th Cir. Dec. 27, 2011). Via D.C. Toedt’s Excellent Law Notes Blog. Share this:TwitterFacebookLinkedInTumblrLike this:LikeBe the first to like this post. Tags: [...]

]]> Comment on Why you should draft contracts with long, run-on paragraphs by Lynne Sears Williams http://www.techlawnotes.com/why-you-should-draft-contracts-with-long-run-on-paragraphs/comment-page-1/#comment-9139 Lynne Sears Williams Fri, 06 Jan 2012 02:41:54 +0000 http://www.lawnotes.com/?p=9549#comment-9139 Very funny. Best laugh today goes to D.C. Toedt! Very funny. Best laugh today goes to D.C. Toedt!

]]> Comment on Why you should draft contracts with long, run-on paragraphs by Tom Bowden http://www.techlawnotes.com/why-you-should-draft-contracts-with-long-run-on-paragraphs/comment-page-1/#comment-9084 Tom Bowden Thu, 05 Jan 2012 17:03:17 +0000 http://www.lawnotes.com/?p=9549#comment-9084 Nice try, but surely you could have extended their amateurish efforts by tossing in a few more "in the event thats" and the obligatory ""For the avoidance of doubt..." I love those, because they are so slyly insincere. Avoidance of doubt? I mean seriously, we've got a business to run here and if we draft contracts for the avoidance of doubt, whose gonna pay the mortgage? You don't expect Jiffy lube to let you bring your own oil to their shop do you? What makes clients think they should be able to read their own contracts? Or judges for that matter? Nice try, but surely you could have extended their amateurish efforts by tossing in a few more “in the event thats” and the obligatory “”For the avoidance of doubt…” I love those, because they are so slyly insincere. Avoidance of doubt? I mean seriously, we’ve got a business to run here and if we draft contracts for the avoidance of doubt, whose gonna pay the mortgage? You don’t expect Jiffy lube to let you bring your own oil to their shop do you? What makes clients think they should be able to read their own contracts? Or judges for that matter?

]]> Comment on Brevity in contracts isn’t always the supreme virtue by D. C. Toedt http://www.techlawnotes.com/brevity-in-contracts-is-not-the-supreme-virtue/comment-page-1/#comment-2927 D. C. Toedt Thu, 20 Oct 2011 17:14:25 +0000 http://www.ontechnologylaw.com/?p=7658#comment-2927 Tom, I use "For the avoidance of doubt" quite a bit. Mainly it's to try to nip in the bud any attempt by the other side's trial counsel to argue a different implied meaning of the preceding term. Here are two examples, from a services agreement form I recently did for a client: <blockquote> (4) For the avoidance of doubt, each Statement of Work will be construed as requiring Provider to perform all individual tasks necessary for the proper rendering of the relevant services, even if one or more such individual tasks is not expressly stated there. (5) For the avoidance of doubt, Provider is under no obligation to provide services not described in a Statement of Work unless the parties have expressly agreed otherwise in writing. </blockquote> Tom, I use “For the avoidance of doubt” quite a bit. Mainly it’s to try to nip in the bud any attempt by the other side’s trial counsel to argue a different implied meaning of the preceding term.

Here are two examples, from a services agreement form I recently did for a client:

(4) For the avoidance of doubt, each Statement of Work will be construed as requiring Provider to perform all individual tasks necessary for the proper rendering of the relevant services, even if one or more such individual tasks is not expressly stated there.

(5) For the avoidance of doubt, Provider is under no obligation to provide services not described in a Statement of Work unless the parties have expressly agreed otherwise in writing.

]]> Comment on Brevity in contracts isn’t always the supreme virtue by Tom Bowden http://www.techlawnotes.com/brevity-in-contracts-is-not-the-supreme-virtue/comment-page-1/#comment-2924 Tom Bowden Thu, 20 Oct 2011 15:09:51 +0000 http://www.ontechnologylaw.com/?p=7658#comment-2924 DC - What is your opinion on the now nearly ubiquitous language "For the avoidance of doubt....."? I was taught to say things once, and say it right the first time, rather than restate the same concept in a different way. This is a recipe for ambiguity in my opinion. On the other hand I do agree with using formulas and calculations to demonstrate precisely what is intended. DC – What is your opinion on the now nearly ubiquitous language “For the avoidance of doubt…..”? I was taught to say things once, and say it right the first time, rather than restate the same concept in a different way. This is a recipe for ambiguity in my opinion. On the other hand I do agree with using formulas and calculations to demonstrate precisely what is intended.

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