The DH Benchmark: Fall 2007

Inside this Issue

Whose Good Will Is It, Anyway?

It is axiomatic that employee non-competition agreements are enforceable to the extent that they protect an employer’s legitimate business interests, i.e., its trade secrets, confidential business information, and customer good will. See e.g., National Hearing Aid Centers, Inc. v. Avers, 2 Mass. App. Ct. 285, 289-290 (1974). This longstanding legal tenet raises the question: Whose good will is it, anyway?

®, TM and SM – What’s The Difference?

By Sarah K. Willey, Esq.

We are all used to seeing the familiar ®, TM or SM in microscopic superscript after a word, phrase or logo—so familiar that we don’t give much thought to the meaning and impact the symbols have. On October 30, 2006, Massachusetts ushered in a new era when it said goodbye to M.G.L. Chapter 110B—the trademark statute that had been in place substantially without revision since adoption of the 1949 version of the Model State Trademark Bill. Massachusetts is now operating under the new Chapter 110H, which is based upon the International Trademark Association’s Revised Model Trademark Bill (RMTB). The new statute brings Massachusetts into line with approximately 36 other states that have already adopted the RMTB, as well as Federal trademark law. The significant benefits to the new statute include uniformity of process as well as an increased body of case law from which to draw. The new statute presents the opportunity to take a closer look at ®, TM and SM and when and why your company should use them.

Business Trends In Executive Compensation And Benefits

By Jim Blue, CEO, The Bostonian Group

Interest in executive compensation and benefits has increased as the market has tightened and qualified executives with proven track records have become more difficult to recruit and hire. As a result many employers have turned to professionals to help them develop competitive compensation packages to help them find and retain top executive talent. The concept of bundling an executive’s pay, bonus and additional benefits has become more common and, not surprisingly, small- and medium-sized companies are increasingly expressing an interest in developing competitive plans.

Documentation For A Venture Capital Investment In A Private Company

This article sets forth the primary documentation for a venture capital investment in a private company (the “company”) and explains the purpose of each such investment document. Before proceeding, it is useful to understand the investment objective of the venture capitalist (the “investor”). The investor’s objective is the appreciation of its investment and the appropriate liquidation of its investment to maximize the investor’s rate of return. The investor achieves this objective by management of its investment through the preservation of its investment, the control over material company actions and the eventual liquidity event, such as a sale of the company, an initial public offering by the company or a recapitalization of the company in which the investor’s investment is purchased by another investor.

Instant Messaging Use Policies

By Damian R. LaPlaca, Esq.

While employers are quite familiar with the use of e-mail by their employees, and are in fact providing their employees with e-mail and related addresses, employers are not as familiar as their employees are with the use of instant messaging. Instant messaging (IM) allows users to converse in real time over the internet. Even though IM use sounds similar to e-mail and internet use, most businesses have e-mail and Internet policies, but those policies most likely do not cover IM. Given the potential for inappropriate use subjecting organizations to lawsuits, and the recent amendments to the Federal Rules of Civil Procedure that relate to e-discovery, it is paramount for organizations to institute IM use and retention policies.

To access the full articles and for more information, please contact Donovan Hatem’s Marketing Department:

Nancy dos Santos, Marketing & Events Coordinator