Category Archives: Intellectual Property

Enforcing a Non-Compete – No Signature No Problem?

A recent legal opinion from a Texas Court of Appeals generated some legal buzz because of its ruling on the enforceability of a non-compete.  The Court upheld a restrictive covenant even though the employee never actually physically signed the document. In reaching its decision, the Court really touched on two important legal issues surrounding non-competes. We can use the Texas case to highlight those two interesting issues and evaluate whether or not the same thing could happen in Wisconsin. The case is Cameron Int’l Corp. v. Guillory, 2014 Tex. App. LEXIS 10767, 9-11 (TX App., 1st Dt., 2014), and involved an employee of an […]

Software Licensing – Yes, You Can Negotiate –
Here is The How and The What.

One of the functions of this blog is to address issues that arise with some frequency in practice, or those that arise from time to time with frustrating results.  Enter the acquisition of major software licenses or IT systems that play a large role in the operation of a business.  The majority of negotiations concerning software licenses or information technology related agreements (“Software Agreements” for this note) start with the vendor’s pre-printed terms and conditions or the standard “form” agreement. Both sides are afraid to negotiate.  Customers (or licensees) wrongly think that they must sign the standard contract presented or do […]

The Internet of Things is Coming – Are You Ready?

At this point I think most people of heard the notion of the Internet of Things (IoT) somewhere along the way.  If not, now is the time.  The IoT is a network of physical objects accessed and technologically interconnected through the Internet.  The objects contain embedded technology allowing them to interact with each other and various aspects of their external environment.  One benefit of this technology is that when objects can send and receive data and information, they can be controlled remotely and set to operate with maximum efficiency.  The data they collect, send and receive can be very valuable. […]

Bad Reviews. . . . Both Businesses and Consumers May
Have Something to Yelp (literally) About.**

Before the relatively recent explosion in popularity and use of social media, consumers were relatively limited in terms of the channels that they could use to voice displeasure with a business.  Stories of dissatisfaction or poor customer service complaints made it to immediate friends, family and co-workers, perhaps, but not much farther.  Now platforms such as Facebook, Twitter, Yelp and others empower consumers by allowing them to broadcast their experiences – good or bad – far and wide. Naturally, businesses appreciate positive reviews but hate to have negative experiences broadcast to the masses. They would likely prefer that critics remain silent […]

A Sharp Stick in the Eye of Copyrights?

The Seventh Circuit Court of Appeals issued an opinion yesterday in the case of Kienitz v. Sconnie Nation, LLC et. al., addressing the law relating to copyright. The case is interesting because it addresses a compelling legal issue – the concept of “transformative use” – but also because it involves a Madison mayor, a popular and successful Wisconsin company started by students at the University of Wisconsin, and the famous Mifflin Street Block Party. A review of the basics of copyright law will help frame the definitive legal issue in Kienitz. A copyright arises when an original work is fixed […]

Recent Court Ruling Dictates that Most Businesses
Review their Websites? ✔︎ I AGREE.

In order to protect important legal rights, many companies that do business on the web impose certain “terms and conditions” on customers, users and visitors to their websites. Binding users to those terms and conditions is usually accomplished by one of two methods: (1) a “clickwrap” arrangement where users must click on a box to the effect of saying “I agree” after being faced with them; or (2) a “browsewrap” agreement, where the terms and conditions are posted on a website via a hyperlink on the screen. Regarding browsewrap agreements, the visitor is bound simply by using the website, rather […]

Full Disclosure: Here is what you need to know
about Non-Disclosure Agreements.

For many new and emerging businesses an idea is their most valuable asset. To turn that idea into a money generating business operation, they will have to share it with other people and organizations. For example, they will disclose it to potential investors, consultants, partners, counselors and anyone else that might help the company get off the ground and succeed. Many people, and most entrepreneurs, have heard of non-disclosure agreements and are vaguely familiar with their purpose and function. There are hundreds if not thousands of non-disclosure agreement documents that can be downloaded online for free or for a fee […]

Is Continued Employment Adequate “Consideration”
to Make a Non-compete Agreement Binding?

Both employers putting non-compete agreements in place and employees who hope they might be able to avoid the enforcement of such an agreement bring up this issue frequently. Fortunately, it looks like the Wisconsin Supreme Court will give further direction on the matter. For background, there is a basic rule of contract law that requires an agreement to be supported by sufficient consideration to be binding. The idea of “consideration” refers, generally, to some legal benefit or something of value given in exchange for a promise to be bound by contract. In other words, the party agreeing to be bound […]

Did someone steal your clients or
valuable business information?

Businesses have rights under Wisconsin law when someone, such as a former employee, wrongfully takes customer lists or information or other valuable data or intellectual property. Wisconsin has adopted what is known as the “Uniform Trade Secrets Act,” which is found at Wisconsin Statute § 134.90, and offers a source of protection for sensitive business information. A “trade secret” can be just about anything that derives its value “from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from its disclosure or use.” To prove that something is […]