Category: Contract lawyer
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Washington Just Voided Almost Every Noncompete Agreement
Washington has taken its 2019 restrictions on noncompetes to their logical conclusion: a near-total ban. Under ESHB 1155 (Chapter 149, Laws of 2026), signed March 23, 2026 and effective June 30, 2027, virtually every noncompetition covenant with a Washington worker becomes void and unenforceable. This is one of the most significant changes to Washington employment…
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M&A Trends – Survival Periods and No-Recourse Terms
In the high-stakes arena of M&A, the survival period—the window during which a buyer can bring claims for breaches of representations and warranties—is a primary lever for risk allocation. The 2025 ABA Deal Points Study reveals a market increasingly defined by a binary choice: traditional indemnification or the “public-style” no-survival model. The Decline of Express…
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Insights into the 2025 Deal Points Study: Navigating Baskets and the Ubiquity of Materiality Scrapes
Risk allocation in mergers & acquisitions (M&A) isn’t just about how long a buyer has to make a claim, but how much loss must occur before a claim is valid. The 2025 ABA Study provides critical data on “baskets”—the minimum loss threshold—and the “materiality scrape,” a provision that significantly lowers the buyer’s burden of proof.…
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LLC vs. PLLC in Washington: A Guide for Professionals
If you are an architect, doctor, dentist, lawyer, or accountant looking to hang your shingle in Washington, you might hit a roadblock when you go to register your business. You select “Limited Liability Company” (LLC) on the form, only to find out you might actually be required to form a Professional Limited Liability Company, aka…
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Navigating Contractor Liens in Washington
For contractors, subcontractors, and suppliers in Washington, understanding construction lien laws is crucial for ensuring payment for your hard work and materials. These laws, primarily found in RCW Chapter 60.04, provide a powerful tool to secure your right to payment by placing a claim against the improved property. However, the system comes with strict requirements…
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New Sales Tax Obligations: Key Professions Impacted by Washington SB 5814
Effective October 1, 2025, Washington has implemented a major shift in its tax landscape through Senate Bill 5814. This legislation “modernizes” the tax code by reclassifying several traditionally exempt service sectors as “retail sales.” If you operate in any of the following fields, you are now required to register for a retail tax endorsement, collect…
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ABA Releases 2025 Deal Points Study
The American Bar Association’s (ABA) Business Law Section has released its 2025 Private Target Deal Points Study. Studying deals between $25 Million and $900 million, the study analyzes trends in business deals, including: For more information, check out the alert issued by K&L Gates. To learn more about buying or selling a business, go to https://martinkreshon.com…
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Confessions of Judgment
In Washington, a confession of judgment is a legal tool where a debtor admits to a debt and authorizes a creditor to obtain a court judgment against them without a lawsuit. This can happen before or after a lawsuit is filed. It’s essentially a pre-authorized judgment that can be filed with the court if the…
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Baskets & Caps
When businesses change hands, the journey can be full of unknowns. From a buyer’s perspective, what if the financial records aren’t as tidy as they seemed? From a seller’s perspective, how long will they be on the hook for potential problems with the business they just sold? This is where tools like baskets, deductibles, and…
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Washington Tax Law Updates (2025)
Several important tax legislation updates were made in the 2025 legislative session. These changes may impact your business’s operations and financial planning. Key updates include: We strongly encourage you to review the full details of these legislative changes to understand their specific implications for your business and consult with your tax advisor or accountant to…