Keith Law, PLLC Podcast

In this episode Jason Keith explains the concept of legal duties with a focus on fiduciary duties, provides examples, discusses some fiduciary duties attorneys owe to their clients, lists the elements of a breach of fiduciary duty cause of action, and touches on participatory liability in the breach of fiduciary duty context.

LINKS:

Episode's blog post: https://www.keith.law/business-disputes/what-is-fiduciary-duty/

Podcast Website: https://www.keith.law/category/podcast/

Firm Website: https://www.keith.law/

Calendly page to schedule a call: https://calendly.com/keithlawpllc/20minute

LinkedIn profile: https://www.linkedin.com/in/jason-keith-0736a931/

Email: [email protected]

TIMESTAMPS:

00:00 — What is fiduciary duty?

00:04 — Intro

00:29 — A listener asked this question and it's not simple to explain this "legalese" term

01:12 — Outline of the topics that I will cover in this episode

02:24 — Legal duties

03:52 — Terminology

04:26 — Fiduciary relationship explained briefly

04:45 — Fiduciary duties, not duty

05:14 — A nonexclusive list of fiduciary duties

05:55 — Formal fiduciary relationships - a list

07:10 — Informal fiduciary relationships - when they can arise

08:02 — The attorney-client relationship - one category of formal fiduciary relationship

08:21 — The concern of creating an attorney-client relationship by implication

09:00 — Why attorneys conduct conflict checks before being hired

09:30 — Attorney-client relationship - joint representation

10:02 — Breach of fiduciary duty cause of action - elements

11:03 — Participatory liability for breach of fiduciary duty

11:49 — How does it help to know what a fiduciary duty is?

12:23 — Final thoughts and recommendation to review the show notes

13:13 — Outro

Disclaimer: This audio and blog post are for informational purposes only and should not be misinterpreted as legal or other professional advice. If you have a legal question, you should consult with an attorney in your jurisdiction. Thank you for tuning in to Keith Law, PLLC.

In this episode Jason Keith explains the requirements of maintaining a trademark registration with the USPTO - as well as an optional filing that strengthens the protection of your mark, and a scam warning.

LINKS:

Episode's blog post: https://www.keith.law/trademark/how-to-maintain-your-registered-trademark/

Podcast Website: https://www.keith.law/category/podcast/

Firm Website: https://www.keith.law/

Calendly page to schedule a call: https://calendly.com/keithlawpllc/20minute

LinkedIn profile: https://www.linkedin.com/in/jason-keith-0736a931/

USTPTO's scam warning site:

https://www.uspto.gov/trademarks/protect/caution-misleading-notices

TIMESTAMPS:

00:00 — Topic

00:10 — Intro

00:34 — Your USPTO trademark registration must be maintained

00:54 — Continued use in commerce

01:06 — Certain documents must be filed at certain time intervals

01:19 — The time intervals for filing the required documents

01:40 — Declaration of use and/or excusable non-use

03:15 — Application for renewal and another declaration of use

03:38 — Do that again every subsequent 10 years

03:55 — Grace period

04:11 — Consequence for failing to file timely

04:20 — Optional - declaration of incontestability

04:54 — The value of registering a trademark, and the added value of incontestability

05:50 — The exclusive infringement defenses as to the trademark's validity post-incontestability

07:47 — Scam warning!

08:40 — Best wishes and outro

Disclaimer: This audio and related video and blog post are for informational purposes only and should not be misinterpreted as legal or other professional advice. If you have a legal question, you should consult with an attorney in your jurisdiction. Thank you for tuning in to Keith Law, PLLC.

In the previous blog post and Keith Law PLLC Podcast episode, we explored what a trade secret is. This post and related episode covers what trade secret misappropriation is, along with a real world example.

LINKS:

Episode's blog post: https://www.keith.law/trade-secret/what-is-trade-secret-misappropriation-and-a-real-world-example/

Podcast Website: https://www.keith.law/category/podcast/

Firm Website: https://www.keith.law/

Calendly page to schedule a call https://calendly.com/keithlawpllc/20minute

LinkedIn profile https://www.linkedin.com/in/jason-keith-0736a931/

TIMESTAMPS:

00:00 — Topic

00:07 — Intro

00:32 — This episode's vs. the previous episode's topic

00:40 — The real world example

03:40 — What a cause of action is

04:47 — The four elements of a trade secret misappropriation cause of action in Texas

05:35 — TUTSA's definition of "misappropriation"

06:55 — Element one - a trade secret exists

07:40 — Element two - improper acquisition

09:18 — Acquisition during employment

10:17 — Discovery of another person's trade secret

11:09 — Element three - unauthorized use or disclosure

12:25 — A few examples of "commercial use"

12:58 — The 5th Circuit's 2012 definition

13:29 — So many topics are beyond the scope of this episode

14:23 — The real takeaway from the episode

14:33 — Check the show notes

14:52 — Use these time stamps [they're tediously compiled]

15:15 — Preserve your potential evidence of trade secret misappropriation

15:45 — Use this information as a caution of things to avoid doing to reduce the chance of ending up a defendant

16:27 — Closing thoughts & Outro

Disclaimer: This audio and related video and blog post are for informational purposes only and should not be misinterpreted as legal or other professional advice. If you have a legal question, you should consult with an attorney in your jurisdiction. Thank you for tuning in to Keith Law, PLLC.

In this episode I discuss a lot about what is (and is not) a trade secret and a little about how to protect this important type of intellectual property.

Trade secret is a type of intellectual property such as trademark, patent, or copyright—but different. You should care because your business's trade secrets provide a competitive advantage and will not be protected if mishandled by you.

LINKS:

Episode's blog post: https://www.keith.law/trade-secret/identifying-your-trade-secrets/

Podcast Website: https://www.keith.law/category/podcast/

Firm Website: https://www.keith.law/

Calendly page to schedule a call https://calendly.com/keithlawpllc/20minute

LinkedIn profile https://www.linkedin.com/in/jason-keith-0736a931/

TIMESTAMPS:

00:00 — Topic

00:04 — Intro

00:28 — On this episode, introductory information

02:05 — TUTSA definition of "trade secret"

03:25 — Simplified definition, and explanation

04:15 — The secrecy requirement

04:20 — Not patents, because patents aren't secret

05:22 — But, possibly undisclosed aspects related to a patent

06:00 — Not readily discoverable except through improper action

06:34 — A legal purchase followed by reverse engineering is permissible (except for patents)

06:50 — It's not a defense that reverse engineering was possible, in theory

07:25 — Courts ask "how did the defendant learn the trade secret information?"

07:40 — Must take reasonable steps to maintain secrecy

07:45 — Factors courts may consider to determine whether it's a secret

08:30 — A warning

09:22 — Factors courts may consider to determine whether it's a secret

10:13 — As an aside, novelty is not required

10:30 — Is use required? Not necessarily

11:05 — Competitive advantage is a fundamental aspect of a trade secret

11:44 — Categories of potential trade secrets

12:09 — Technical information examples (including "negative know-how" at 12:49)

13:26 — Customer lists as trade secrets (independent economic value and secrecy are still required)

14:55 — Other examples of business information that are potential trade secrets

16:20 — This episode only covers the basic definition of trade secret and the breadth of possibilities

17:00 — Check the show notes for lots of stuff

17:38 — Closing thoughts

18:45 — Outro

Disclaimer: This audio and related video and blog post are for informational purposes only and should not be misinterpreted as legal or other professional advice. If you have a legal question, you should consult with an attorney in your jurisdiction. Thank you for tuning in to Keith Law, PLLC.

A "filing entity" can be a corporation, LLC (limited liability company), or other corporate form that serves as a liability veil, shield, or forcefield between claims of folks who interact with the business and the individuals who own and run the business.

LINKS:

Firm Website: https://www.keith.law/

Podcast Website: https://www.keith.law/category/podcast/

Episode blog post: https://www.keith.law/business-disputes/why-do-business-through-an-entity/

Calendly page to schedule a call: https://calendly.com/keithlawpllc/20minute

LinkedIn profile: https://www.linkedin.com/in/jason-keith-0736a931/

TIMESTAMPS:

00:00 — Topic

00:32 — "Filing entity" defined, some of the types, its basic purpose, and how it is treated legally

02:50 — Why not simply buy insurance? The "your work" exclusion example.

04:27 — Veil piercing and alter ego

05:40 — Tex. Bus. Org. Code 21.223(a) limitation in the contractual context

06:58 — Return to the subject of signing business contracts properly

07:42 — Return to the subject of personal guarantees 

08:11 — Final thoughts, how to ask questions or read the related blog post, and outro

Disclaimer: This audio and related blog post are for informational purposes only and should not be misinterpreted as legal or other professional advice. If you have a legal question, you should consult with an attorney in your jurisdiction. Thank you for tuning in to Keith Law, PLLC.

During a portion of episode 001 of the Keith Law, PLLC Podcast, I briefly touched on trademark infringement defenses, including equitable defenses. One of the equitable defenses is called "laches" (generally, unreasonable delay) and it was pointed out that, although I mentioned the word, It might be helpful to explain what it means in more detail. So, in this episode, I'll try to describe the concept of "laches" in more detail.

LINKS:

Firm Website: https://www.keith.law/

Podcast Website: https://www.keith.law/category/podcast/

Episode blog post: https://www.keith.law/trademark/explaining-laches-an-equitable-defense-to-trademark-infringement/

Calendly page to schedule a call: https://calendly.com/keithlawpllc/20minute

LinkedIn profile: https://www.linkedin.com/in/jason-keith-0736a931/

TIMESTAMPS:

00:01 — Topic

00:41 — Laches, and why I'm focusing on it in this episode

01:10 — Statute of limitations for trademark infringement

01:50 — Monetary damages

02:05 — Injunctions

02:35 — Infringement can be considered a continuing tort in Texas

03:03 — Injunctions are equitable remedies, so equitable defenses apply

03:13 — The common equitable defenses

03:33 — What is "laches" and when does it apply?

04:15 — Delay (unreasonable and inexcusable)

05:57 — Undue prejudice

07:09 — The legal effect of laches

08:35 — As often with legal questions, it's not black or white, but falls on a spectrum of grey

09:11 — Check the show notes

09:28 — Protecting competitive advantages

10:08 — Best wishes and outro

Disclaimer: This audio and related blog post are for informational purposes only and should not be misinterpreted as legal or other professional advice. If you have a legal question, you should consult with an attorney in your jurisdiction. Thank you for tuning in to Keith Law, PLLC.

You formed your business entity for the protection of you and your family. Don't blow it by signing business contracts in your individual capacity!

Business entities are important for managing the risks of running a business. But many small business owners simply sign their individual names to business contracts, instead of signing on behalf of their business entity. This can cause problems down the road.

EXAMPLE SIGNATURE BLOCK:

       XYZ, LLC

By: [signature of John Smith]

      John Smith

Its: Manager [or whatever agency role John Smith holds with XYZ, LLC]

LINKS:

Firm Website: www.keith.law

Podcast Website

Calendly page to schedule a call

LinkedIn profile

TIMESTAMPS:

00:00 — Topic

00:33 — Why use a business entity, generally, and what is it's purpose?

01:08 — What I plan to talk about in this episode, and why it matters

02:39 — How a business contract should be signed

04:12 — How a business contract should be signed (really this time)

05:22 — Authority to sign for the business, and contexts in which it might be needed in writing

06:30 — Review of how the business contract should be signed

07:03 — Discussion of "risk management" - there are no guarantees

07:53 — Areas of law discussed: corporations law, agency law, and negotiable instruments statute

09:30 — Texas Business & Commerce Code 3.402 is complicated, but instructive

10:10 — Personal guarantees discussed, compared, and contrasted

11:48 — Discussion of trying to remove an individual as a defendant in a lawsuit in which a business contract was signed incorrectly

12:50 — Summarizing the episode

13:20 — Where to find more episodes of the Keith Law, PLLC Podcast

13:45 — Where to find the related blog post and how to submit questions

14:20 — Outro

Disclaimer: This audio and related video and blog post are for informational purposes only and should not be misinterpreted as legal or other professional advice. If you have a legal question, you should consult with an attorney in your jurisdiction. Thank you for tuning in to Keith Law, PLLC.