Commercial Real Estate

Understanding Your Commercial Lease: Utilities, Maintenance, and Repairs

To understand the true cost of your commercial lease, you have to understand what utility services you’re responsible to provide and what parts of the premises you are required to maintain and repair. The discussion of utilities, maintenance, and repairs overlaps to some extent with what we discussed in our earlier common area maintenance and other pass through provisions post in the Understanding Your Commercial Lease Series. Common area maintenance provisions deal with some similar utilities, maintenance, and repair related issues. But the utilities-specific section and the maintenance and repairs-specific sections in your commercial lease will detail exactly what the tenant is required to do to maintain its utilities and the leased premises, including the extent to which the tenant is responsible...

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Business Startup

Washington LLC Formation Checklist

The Washington Secretary of State has created a streamlined process for businesses to create limited liability companies. If you’re forming a LLC in Washington, the following Washington LLC formation checklist might be helpful to review to ensure you consider the steps for proper LLC formation:

1) Check the Business Name. Before settling on a business name, you’ll want to make sure that the name is available and conforms with statutory requirements. An easy way to check if your name is available is by running a business search here.

2) Certificate of Formation. Prepare and file the Certificate of Formation with the Secretary of State to “create” the LLC. You can file the Certificate of Formation online here. When you file your Certificate...

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Business Startup

Changes to the Washington Limited Liability Company Act

Earlier this year, the Washington state legislature unanimously passed and the governor signed legislation making changes to the Washington Limited Liability Company Act—the most sweeping changes to Washington LLC law in recent history.

The Washington State Bar Association requested that the state make changes to the Washington Limited Liability Company Act. The bar association’s goal was to make the law easier to understand and more flexible by modifying provisions that the association described as creating pitfalls and unnecessary problems. The Washington state Senate and House eventually passed legislation making those changes, and Governor Inslee signed the law on May 7, 2015. The new changes will go into effect on January 1, 2016.

Some of the major changes to the Washington Limited Liability...

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Business Startup

News Roundup: Social Justice Hackathon; Shark Tank; and Surge Launch

What we’re reading this week at InVigor:

This weekend is the Social justice hackathon event, bringing law students, lawyers and developers together to create software applications designed to improve access to legal service.

Why Mark Cuban is willing to back the worst company in ‘Shark Tank’ history.

How to know when it’s time to hire an assistant.

New Surge Launch accelerator pairs startups with mentors and up to $80K in seed funding.

Leaders of the tech world are asking, what do you still wish there was uber for?

...

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Mergers & Acquisitions

Archive Series | Due Diligence in the Purchase and Sale of a Business

If you are considering buying or selling a business, it is helpful to understand the due diligence process. This series from our archives provides a basic overview of the legal issues you should consider (that is, the due diligence you should consider doing) when buying or selling your next business:

An Introduction to Due Diligence Legal Issues Financial Issues Operational Issues Intellectual Property Material Contracts and Information Miscellaneous Issues

Photo: shrinkin’violet | Flickr

...

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Commercial Real Estate

Understanding Your Commercial Lease: Operating Expenses, including Common Area Maintenance (CAM) and Other Pass-Through Expenses

To understand the true cost of your commercial lease, you will need to understand operating expense pass through provisions. Expense pass through provisions detail common area maintenance (CAM) expenses, taxes, insurance expenses, and other “pass through” expenses. These provisions are called “pass through provisions,” because the amount the landlord has to pay for these expenses is “passed through” directly to the tenant. The details of operating expense pass through provisions are important to determine the overall value of the deal for both the tenant and landlord. 

While these expenses are always important for a commercial tenant to understand, they are particularly important in lease structures where the tenant takes on the risk of expense inflation, such as NNN and Base Year...

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Business Startup

News Roundup: Pioneer Square Labs; Fantasy Sports; and Google’s OKR System

What we were reading last week at InVigor:

Prominent Seattle investors raise $12.5M for ‘startup studio,’ Pioneer Square Labs

6 alternative ways to fund your business without an investor

Traffic-boosting SEO fundamentals for content marketing

Fantasy sports operator, DraftKings, is being investigated by the U.S. Justice Department and FBI to determine whether daily fantasy games are a form of online gambling

The efficient internal system Google uses to grade its employees and their exemplary tips to being a great boss

A simple formula for changing behavior and to strengthen leadership

Photo: Yoel Ben-Avraham | Flickr

...

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Intellectual Property

The Trademark “Spectrum of Distinctiveness”

Trademarks are words, names, symbols and other branding that distinguish and identify the sources of goods or services. Not every trademark is created equal, however, and the trademark “spectrum of distinctiveness” affects the level of protection the trademark receives. Distinctive trademarks are rewarded because they help consumers understand which goods and services come from where, thereby ensuring that consumers know who they are dealing with and (at least in theory) receive consistent quality. Generic terms are not protected because, in essence, they would interfere with the public’s ability to effectively identify the source of different types of goods and services.

So what makes a trademark distinctive?

Distinctive trademarks share three qualities. First, they are different from other marks used to describe similar goods...

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Business Startup

Seattle Welcomes to Town “Startup Studio” Pioneer Square Labs

Startup accelerator? Nope. Startup incubator? Nope. Venture fund? Nope. Pioneer Square Labs is a “startup studio,” with its sights set on helping entrepreneurs develop ideas and then validate or crush them.

Started by several prominent Seattle-based entrepreneurs, investors, and technologists (including co-founders Geoff Entress, Greg Gottesman, Mike Galgon, and Ben Gilbert), Pioneer Square Labs just raised $12.5 million from from 13 venture capital firms and over 50 angel investors. The prominent venture fund Foundry Group led the round, with its managing director, Brad Feld, taking a seat on PSL’s board. The headquarters for its operations are currently on the fifth floor of the Galvanize building in the Pioneer Square neighborhood of Seattle.

Pioneer Square Labs offers Seattle startups and entrepreneurs access to several invaluable resources, including proven...

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Intellectual Property

The Low Down on End User License Agreements (EULAs)

If you’ve used the Internet any time recently, you’ve likely had to click “I accept” or “I agree” in order to use a particular website or software application. Typically, you are accepting and agreeing to an “end user license agreement.” As a software developer, it’s incredibly important to protect the intellectual property behind the software, as well as reduce as much liability as possible. These end user license agreements spell out the terms of the license for your use of the particular software. Today’s post highlights some of the key characteristics of end user license agreements.

What is an end user license agreement?

An end user license agreement (EULA) is an agreement between a software developer or author and an individual or...

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