OVERVIEW FOR YATES

1) Establish applicable law cite to clause in EA

2) Set out Colo. Rev. Stat. 8-2-113(2)(a)-(d),
selectively quoting the applicable exceptions and
denoting omitted language with ellipses
3) Briefly address statutory purpose/public policy for
statutory prohibition; discuss purpose/public policy for
exceptions
4) Burden of proof; in footnote, state Kale has three
years from the time the cause of action accrues to file a
claim, and cite to the Statute of Limitations, Colo. Rev.
Stat. 13-80-101(1)
5) Briefly address valid oral contract; in footnote, state
that analysis assumes satisfaction of common-law
requisites of contract formation
6) Make prediction around both exceptions taking
validity into account
Your overview may include more than one paragraph.

THESIS FOR TRADE SECRETS

Define in text under CTSA
Place six common law factors into FNs
Plain language lists, and required elements of
secrecy, protective measures & value
Synthesized rule, supported by 2-3 cases but no
parentheticals needed (assuming these cases are in
your RE)
Apply rule briefly to Yates

THESIS FOR EXEC/MGT & PROFL

STAFF
Note trend in law to separate into two categories of
personnel
Synthesized rule for each of the categories,
providing definitions from case law, but no
parentheticals needed (assuming these cases are in
your RE)
Apply rule briefly to Yates, determining whether
likely to fall within one category or neither

Colorado Covenant Not To Compete Statute

Colo. Rev. Stat. 8-2-113. Unlawful to intimidate
workeragreement not to compete
***
(2) Any covenant not to compete which restricts the
right of any person to receive compensation for
performance of skilled or unskilled labor for any
employer shall be void, but this subsection (2) shall not
apply to:
***
(b) Any contract for the protection of trade secrets;
***
(d) Executive and management personnel and officers
and employees who constitute professional staff to
executive and management personnel.

Uniform Trade Secrets Act

Colo. Rev. Stat. 7-74-102(4):
Trade secret means the whole or any portion * * * of
* * * confidential business or financial information,
listing of names, addresses, or telephone numbers, or
other information relating to any business or profession
which is secret and of value. To be a trade secret the
owner thereof must have taken measures to prevent the
secret from becoming available to persons other than
those selected by the owner to have access thereto for
limited purposes.

Statutory Interpretation*
When interpreting a statutes meaning, adjudicators consider
some or all of the following:
1. The plain language of the statutory section at issue;
2. The statutory scheme as a whole, including:
(a) Any definition sections of the statute that define key
terms;
(b) The title or any preamble that might indicate the
statutes purpose;
(c) The remaining sections of the statute to evaluate how
the sections might interrelate;
3. The legislative history, if any, to determine the legislative
purpose;
4. Any canons of construction that might help the court
interpret the statutory language (e.g., that exceptions are to
be narrowly construed, undefined terms generally are
assigned their common meanings, and individual provisions
are interpreted consistent with the overall statutory scheme);

5. The equities, to ensure an equitable and fair result to the

parties;
6. The public policy ramifications of its decision;
7. Prudential concerns about the decisions impact on the
judicial system; and
8. The interpretations adopted by other courts and legal
scholars.

Each of these tools of statutory construction can be used not

only to advance an argument illustrating why your
interpretation of the statute is sound, but to argue why your
opponents interpretation is unsound.

Headings:
Memorandum (centered)
Question Presented
Short Answer
Statement of Facts
Discussion
Conclusion

Outline of Discussion & Conclusion

Overview Paragraph
I.

Trade Secrets Exception

A. Thesis Paragraph
B. Rule Explanation Paragraphs
1. Secrecy
2. Protection
3. Value
C. Rule Application Paragraphs (at least one
counterargument)
D. Mini-Conclusion

II. EMP/Professional Staff Exception

A. Thesis Paragraph
B. Rule Explanation Paragraphs
1. Executive/Management
2. Professional Staff
C. Rule Application Paragraphs (at least one
counterargument)
D. Mini-Conclusion
Conclusion
A. Restate predictions
B. Balance strongest counterargument
C. Research needed
D. Recommendations/next steps