The professional aviation community is full of skilled pilots who command aircraft across the globe. With the world more open than ever, it’s easy to assume that the pilot pool is just as wide and diverse. However, if that was the case, Cutting Edge client FlexAir would not exist.
Instead, FlexAir was developed to address this growing problem. With representation by women and people of color in the professional aviation community less than 5% despite decades of outreach and effort, the FlexAir flight school was created to serve the underrepresented.
FlexAir provides flight training, mentorship and coaching to veterans, minorities, and others who wouldn’t normally get a chance to enter the career field of aviation. FlexAir’s mission is to make the next generation of pilots more professional, diverse, and inclusive than ever before.
“We believe the pilot shortage is a mentorship shortage,” shared FlexAir Co-founder and CEO Paul Wynns. “We’re breaking away from the traditional training model of ‘you must have the right stuff’ to become a pilot by creating mentorship relationships with student pilots to raise them up instead of weed them out.”
As a member of the Citizen Potawatomi Nation, son of an immigrant family, and second-generation veteran, Paul Wynns long career in aviation and aerospace was devoid of mentors that looked like him. Reflecting on his experiences, Wynns realized that successful pilots not only possessed strong skills, they also had strong support systems of people behind them. This emphasis and need for mentorship led to the idea of “One Crew,” a combination of flight instruction and career mentorship FlexAir offers to all of its pilots.
Now, FlexAir is taking its mission to new heights with a recent acquisition of Air Associates Flight Training, a Kansas City flight school serving veterans and Department of Defense SkillBridge trainees. With plans to fly the world’s first all-electric, zero-emissions training aircraft, FlexAir is seeking impact investment partners to help the company grow and change the face of aviation. Learn more about FlexAir here.
Noncompete and nondisclosure agreements have become common pieces of employer/employee and contractor relationship, as well as in relationships with suppliers and parties in a range of contracts. Many enterprises benefit from having, and using, these agreements, which can offer protection against unauthorized use of important assets, such as intellectual property, customer lists, business models, strategy, and broader industry relationships. These concerns, which are valid and important to keep in mind, drive the regular use of such agreements. It makes sense to have an understanding of what these agreements are and how they work as part of any plan to incorporate them into your relationships.
As an initial matter, an enterprise should use noncompete and nondisclosure agreements in situations where it needs to protect intellectual property, confidential information, and trade secrets from competitors and former employees. (Trade secrets and trade secret policies will be covered in a separate blog, and form part of an enterprises’ overall IP strategy.) While both agreements share some common elements and purposes, they do in fact operate differently and offer differing types of protection.
Noncompete agreements
Nondisclosure agreements
Used to protect employers’ customer relationships, special processes, trade secrets, and confidential information.
Used to protect business confidential and proprietary information.
Prevent employees/contractors from working for a competing business after leaving current employer.
Prevent employees/contractors from sharing business confidential and proprietary information.
Agreements are enforced for a predetermined period of time.
Agreements may have a longer duration and can be enforced for an indefinite period of time.
Apply in a limited geographic space.
Apply in a broader geographic scope.
Noncompete agreements
Noncompete agreements are typically used to prevent employees, and contractors in certain situations, from working for a competing business after leaving their current employer. These agreements can help to protect the employer’s customer relationships, special processes, trade secrets, and confidential information. Noncompete agreements are commonly used in industries in which an intellectual property plays a significant role and is critical to the enterprises’ strategy, such as tech, healthcare, and finance industries, although they may be used elsewhere when appropriate. Under a noncompete agreement, the employee is prevented from working in the same sector for a predetermined period of time. This means the employer can train the worker and build their business in the sector without worrying about creating a resource that will benefit a competitor in the process. There are, however, some very specific concerns with noncompete agreements that must be kept in mind.
Because noncompete agreements limit a person’s ability to find employment, public policy and state laws limit them, to make sure they serve a valid purpose. In most states, noncompete agreements must be closely tailored to the employer’s business needs, apply in a limited geographic space, and last for a reasonable duration. For example, a noncompete that prohibits a worker from working anywhere in the world for the foreseeable future would almost certainly be found unenforceable. In contrast, an agreement that lasts one year and applies in the geographic area where the employer operates may be seen as reasonable. Even so, in some states noncompete agreements are not allowed in most instances. One exception to broad state prohibitions against noncompetes include instances where an owner sells a business’ assets or the business as a whole–noncompetes are permitted in such situations to protect the value of the business transferred. Due to the state specific nature of the limitations, it is important to consult qualified counsel for advice.
Nondisclosure agreements
Nondisclosure agreements, also known as confidentiality agreements, are used to protect a business confidential and proprietary information. These agreements may be used with employees, contractors, and other third parties who may have access to confidential information, such as business plans, pricing strategy, IP, and financial data. In contrast to noncompete agreements, nondisclosure agreements may have a longer duration and broader geographic scope of application. Indeed, it may be possible to have an indefinite period of application. Nondisclosure agreements will carefully define the scope of the information they cover, and in most cases, nondisclosure agreements will include provisions that will allow some information to be disclosed under certain, well-defined circumstances. In addition, these agreements should contain clear enforcement mechanisms that protect the disclosing party if a warranted disclosure occurs. Consequently, it is extremely important that nondisclosure agreements be carefully drafted, taking into account the disclosing parties’ interest and risks.
In many cases, a broad employment agreement will add both noncompete and nondisclosure clauses. Generally, this will save time and make for an easier agreement. The parties should consider what might happen if a court were to find the entire agreement invalid for some reason. If this should happen, these clauses might not offer the protection the employer seeks.
Drafting carefully crafted documents that align with the enterprise’s goals, and values, is important in all contexts, and should be kept in mind here. Agreements that do not comply with state law, or which do not adequately provide the protection that the enterprise requires, may end up being more destructive than one expects.
Each April, we celebrate Earth Month and Earth Day, recognizing and advocating for the need to protect our planet, its resources, and the people within it. In commemoration of Earth Month, we’re featuring clients actively investing in our planet and putting sustainability goals to work.
Camino Verde
Camino Verde is a growing organization based in the Peruvian Amazon, connecting native tree planting to improved livelihoods in historically marginalized native and mestizo communities.
Camino Verde partners with Amazonian farmers and native communities to regenerate forests and has planted over 200,000 trees representing over 400 native tree species. Their reforestation centers and tree nurseries form a one-of-a-kind Living Seed Bank of Amazonian biodiversity.
“Despite the terrible rate of destruction of intact ecosystems, we know that it is possible to restore entire landscapes using known tools and tried and true strategies,” said Robin van Loon, Camino Verde Executive Director. “Because we know restoration is possible, we don’t really have another choice but to commit to doing the work.” Learn more about Camino Verde’s mission, vision and programs.
CoPeace
“CoPeace, is committed to acting morally, ethically, and responsibly in regard to society and the environment,” said CoPeace Founder Craig Jonas. “Equity, inclusion, and justice are not just valued at CoPeace – they are pillars supporting our mission.”
A fully certified B Corp and public-benefit corporation (PBC), CoPeacehelps impactful companies grow. CoPeace screens, selects, and directly invests in companies that are doing work to combat the climate emergency. Some examples of such companies include Uncharted, Advanced Sustainable Technologies, and Compost Colorado.
As an impact-driven holding company, CoPeace is building a portfolio of carefully selected businesses with measurable social and environmental impact. To learn more, visit copeace.com.
Kingstown Green Inc. Eco-Friendly Casket Cooperative
Kingstown Green is a cooperative that produces handcrafted wooden products, including wooden caskets, all from sustainable sources materials. As a lumber user with a deep value for trees, Kingston Green only utilizes FSC-certified lumber or locally sourced eco-friendly lumber to help minimize deforestation.
“We believe that by placing such emphasis on eco-conscious manufacturing that we are helping to make our beautiful little planet a more habitable place for the inhabitants,” said Edward Henderson, Kingston Green President. “We also believe that by placing such emphasis on sustainability that we are being role models to other industries.”
In addition to their focus on sustainability, Kingston Green is committed as an equitable employer where anyone can get a job making a living wage regardless of education status.
Mid-Hudson Energy Transition
Mid-Hudson Energy Transition (MHET) is deeply committed to strengthening the resilience of local communities in the face of climate change through community education and local knowledge. MHET empowers municipalities, their residents, and businesses to own and share renewable energy, create healthier buildings, and join in community wealth-building to ensure that the clean energy transition benefits everyone, especially the low-income communities and communities of color that are being impacted first and worst by climate change.
“Every decision we make as an organization is in the context of the climate crisis and the intersecting racial and economic inequalities that this problem was borne out of,” said Jasmine Graham, MHET Executive Director. “An equitable transition to local, renewable energy will bolster our community’s resilience and capacity to survive increasingly frequent and severe climate events.”
MHET’s community-centered approach has led to innovative and equitable solutions that reduce emissions while advancing a more inclusive and regenerative economy.
“With the resources, knowledge, and solutions to contribute to this monumental shift, MHET we’re thrilled at the chance to do so with the communities of the Mid-Hudson region.”
Terra Genesis
For Terra Genesis, harmonizing the economic system with the ecological systems of Earth is of the utmost importance for ensuring a livable planet for current & future generations of humans and the wider community of life.
“We focus on agriculture because it is the very foundation of society and a powerful opportunity for regenerating the relationship between humans and landscapes,” shared Luke Smith, CEO and Partner at Terra Genesis.
As a regenerative design and development firm, Terra Genesis works to regenerate agricultural supply systems, align the interests of farmers, brands and consumers and produce better outcomes for people and the planet.
Learn more about the various ways Terra Genesis supports communities in becoming ambassadors of social and ecological regeneration.
As enterprises grow, they demand more people power. And as they work to respond to that demand, enterprises inevitably encounter employment law questions. To avoid costly and damaging missteps, it is important for founders and leaders to understand the laws involved in the employer/employee relationship.
“Employment law” refers to a set of legal rules, regulations and principles that govern the relationship between employers and workers in the workplace. This includes a very wide range of topics (such as hiring/firing, compensation and benefits, workplace safety and health, Civil rights/discrimination, harassment, and employee contracts), each of which may have a significant impact on the enterprise as it grows and operates. Consequently, founders and entrepreneurs should be vigilant about the relationships between the enterprise and its workers. At the same time, staying on top of these relationships can be difficult due to the complexity of the laws that are involved and the role they play.
Employment laws aim to protect the rights and interest of workers, and they do this by ensuring that employers comply with legal requirements which are often enforced by government agencies. Some examples include the Fair Labor Standards Act, which establishes minimum wage and hour laws for employees, the Americans with Disabilities Act, which prohibits discrimination against individuals with disabilities, Title VII of the Civil Rights act, which prohibits workplace discrimination, and state laws that include Workers Compensation requirements. Each of these laws regulate the employment relationship, although in different ways and to varying degrees.
Failure to comply with employment laws can result in legal disputes, including litigation, financial penalties, and damage to the enterprise’s reputation. Startups face a particular threat in this area because they often do not have resources to hire a dedicated HR person to handle legal compliance. In addition, the informal culture of many startups can make it difficult to ensure that their hiring, firing, compensation, and benefit packages are in line with legal requirements.
Some of the common areas of concern for startups include minimum wage and overtime requirement, employment classification (specifically, whether a worker is an employee or independent contractor), tax compliance, and use of equity as part of an incentive program. Other areas of concern involve discrimination and harassment or workplace safety claims. Disputes in any of these areas can lead to lawsuits, fines, and regulatory intervention. When processes like these begin, the time and energy they take from a startup can be devastating.
Even while the concerns are significant, they can be managed. This begins with a comprehensive overview of employment policies, practices, and procedures to identify areas of legal risk, ensure compliance with federal, state and local laws, and assess the overall HR strategy. These assessments are often called an “Employment Law Audits” and they provide a road map of where corrective steps may be needed – avoiding the disputes and conflicts that can derail success – and in many cases how to effectively protect the enterprise’s business and intellectual property.
We are planning a series of blogs with additional information on employment law topics that we hope are helpful as founders begin to grow their enterprises. The first topic, found below, discusses employment agreements.
Thinking through when you need an employment agreement.
Employment agreements are an effective way to manage the employee/er relationship.
Here are some things leaders should consider when thinking about putting employment contracts in place for their employees and contractors.
An employment contract serves as a legal agreement between the employer and employee and contains the terms and conditions of the working relationship. Employment contracts are important for several reasons:
Clarify expectations: The employment contract describes work responsibilities, compensation, benefits, work hours, at-will status, and other terms of employment. This makes it less likely for misunderstandings to occur and ensures both parties share an understanding of what can be expected.
Protect rights: The employment contract may also include provisions that protect each parties’ rights, such as confidentiality, non-compete rights, and intellectual property rights. These are important provisions for any enterprise but have a heightened importance for most startups depending on new innovations as part of their business strategy.
Define a mechanism for dispute resolution: The employment agreement can provide an effective dispute resolution mechanism should a disagreement arise. This may include mediation or arbitration provisions before litigation, which is helpful in most cases, as well as to determine where any litigation must be filed and heard, which can be very helpful when remote workers are involved. This means that an employer can require any claims to be heard in a court near the employer’s offices, instead of somewhere remote and out of state.
Comply with local legal requirements: Employment contracts may be required under local laws in some jurisdictions. Even when they are not, they are still a good practice to have in place to ensure compliance.
Putting employment contracts in place is easiest at the beginning of the employment relationship before the employee starts working. It is possible to put the agreement in place after the relationship has begun, but employers must keep in mind the need to advance additional consideration for the new agreement.
Employment contracts will often contain a number of common elements, although they may differ depending on the specific job and industry, including:
Job title and description: stating the employee’s responsibilities and expected performance standards and goals.
Compensation: stating the salary or wage the employee will receive, along with any. Bonuses, commissions, or other forms of incentives. (Note that stock options will be treated in a separate agreement.)
Benefits: where details on any benefits (health insurance, retirement plans, leave and other perks).
Employment terms: this section describes the length of employment, including start and end dates, if applicable, and any termination clauses. Typically, this would include discussion of termination for cause or without cause – and without cause is most common.
Confidentiality Clause: any requirements for maintaining confidentiality, which are extremely important when the employee has access to proprietary information, will be included.
Non-compete clauses: this section will refer to the reasonable limits placed on an employee’s ability to work for a competitor after their employment ends. State laws regulate non-compete clauses, so employers should be certain that they can rely on the language in their agreements.
Intellectual Property Rights: the “work for hire” doctrine will most often control when an employee creates intellectual property for an employer. The employment contract should clearly document the parties IP rights in light of this doctrine.
Dispute resolution and forum selection: this section should contain a framework for resolving disputes as efficiently, and economically, as possible. Including choice of law.
Employment contracts offer clarity to both employers and employees and can help you avoid conflict in the future. The lawyers of Cutting Edge Counsel are available to meet with you to explore how we may be able to assist you with your employment law questions. Schedule a free consultation.
Working with mission-led, impact-focused organizations has afforded Cutting Edge the opportunity to partner with individuals representing a wide array of communities. This month, we’re featuring women-led/women-founded organizations pioneering change in their communities and beyond. Learn more about these leaders and what drives their mission in our Q&A below.
Q: How did you become involved in impact work? How did you become a leader at your current organization?
Rochelle: My parents instilled in my sisters and me a responsibility to give back. As a result, I’ve always been interested in the footprint I leave behind. I was asked to oversee the construction of affordable housing projects and thought it was a great gig while I looked for new clients for my design studio. After two years, when the economy tanked, I had that “come to Jesus moment.” I began to think that my background in architecture, cultural tourism, community development, and marketing, my experience as an area planning commissioner and design review board member, and my life-long residency in underinvested urban communities might have uniquely positioned me for this career. I asked to be the CEO that year. It took ten more years, three more asks, and three interviews to be taken seriously enough to get the position.
Vivienne: I founded LENDonate in 2015, after a long career in investment management. I was also a constant nonprofit volunteer with fundraising being a focus for almost 20 years. What became LENDonate is a culmination of both perspectives – a donor who wanted to better leverage my ability to give and an investor who wanted more choices to invest for good.
Sophie: My wife and I founded Sugarwitch, our ice cream sandwich company, while we were graduate students in 2019, and have since grown our operation to include 7 staff not including ourselves. While we care deeply about the frozen treats that we make, we care just as much about the people who work with us to make those delicious treats a reality. We have built a team of wonderful people that is majority queer and majority women/non-binary folks, and all of our leadership positions are currently held by queer women/non-binary people. As such, it is our first priority to create a workspace that is enthusiastically affirming and supportive of those modes of inhabiting the world.
Q: How does your organization’s mission align with your personal interests and values?
Jessie: The REAL People’s Fund is all about partnering with Bay Area entrepreneurs, worker-owners, and small business owners of color to co-create an equitable and inclusive economy that uplifts our power, prosperity, joy, and liberation. We do this through holistic business support, non-extractive capital, and building power in community.
Rochelle: As President and CEO, I have a direct opportunity to shape the organization’s vision. Our motto, “it starts with housing,” reflects our belief that a stable home opens up opportunities for personal and economic growth, attracts reinvestment to communities, and spurs the local economy. We are not just building housing, we are building homes, families, communities, legacies.
Vivienne: I wanted to build a more collaborative financial ecosystem for the nonprofit social sector – to empower mission-driven organizations with the tools and techniques of the investment sphere. I want to shine a light on the undiscovered, underdeveloped opportunities in the nonprofit financial system and explore the range of motivations of our investors, whether that is social impact over investment return or the reverse.
Sophie: Our ice cream sandwiches strike the balance between nostalgia and innovation, all named for bad-a** witches of literature and lore. While our flavors rotate with the seasons and our imaginations, our practices – from sourcing to labor – are always guided by a commitment to building a more equitable food system. We believe that nothing is more delicious than a frozen treat made with care and concern for people and planet.
Q: What is one thing you want people to know about the work you/your organization represents?
Jessie: We are a collective of black, indigenous, people of color (BIPOC) who identify as women and non binary folks. We are a team of Bay Area organizers, entrepreneurs, workers, innovators, and financial activists who are committed to walking entrepreneurs along a journey to make meaningful and equitable economic impact.
Rochelle: The work we do, creating affordable housing, is a long-term strategy. And when done well, the entire city benefits through strengthened families, a strong local economy, improved school outcomes, reduced public services, lower crime, and so much more.
Vivienne: We know we are better when we collaborate, so I welcome a connection with anyone who supports impact investing and/or philanthropy with funding ideas and ways to collaborate. If you find yourself thinking “I wish I could …”, let’s connect!
How would you encourage emerging women leaders, especially those navigating male-dominated spaces?
Rochelle: Stop reading other people’s headlines. Make your own! Bet on you!
Sophie: Surround yourself with other skillful, dedicated, creative women(+). We do this together. Together, we can do this.
Vivienne: Believe in your own abilities, but also seek out other women leaders, and male allies, to form trust circles. Propel each other forward, and do not forget to reach down to pull other women up along the way.
I have been on the board of HowWomenLead since the beginning, so I am going to borrow from our Credo which I love: Be Fierce Advocates for Each Other | Reinforce Her Voice | Say Yes to Helping Each Other | Be Unabashedly Visible.
At Cutting Edge, we strive to build an economy that provides opportunities for everyone to participate, thrive, and build wealth. Unfortunately, traditional capital raising models often exclude people who want to invest in businesses and organizations that provide real value in the real world. To combat this, we are leading a movement to bring new capital — by directly engaging more people as investors — to the new economy — an economy that is sustainable, resilient, and just.
However, we cannot do this without partnering with mission-aligned clients who are committed to empowering communities that have been systemically excluded and oppressed. The organizations listed below are just a few of several clients we’ve had the great opportunity to support in their efforts to uplift African American communities by building economic power and wealth.
The EcoWomanist Institute (EWI) is an emancipatory sacred space for women of color that focuses on land, power and justice. The mission of EWI is to promote the inclusion, ecological awareness, and community leadership of African American women within the ecospirituality, ecojustice, and ethics narratives. EWI was birthed out of the co-vision of two ecowomanists, Valerie Hill Rawls and Veronica Kyle, whose ancestors endured, survived, and thrived in spite of being enslaved in Alabama, Georgia, and Mississippi, harsh southern states known as the Black Belt.
Impact Ventures works to eliminate the social and economic barriers for BIPOC communities to build generational wealth through inclusive entrepreneurship, community wealth building, and integrated capital. Impact Ventures provides direct entrepreneurial support services, equitable investing, and community wealth building aimed at closing the wealth divide.
Through inclusive and holistic economic development, the New Orleans Business Alliance (NOLABA) is working to create an economy where all New Orleanians are financially secure and prosperous through growth, opportunity and by eliminating economic disparity. A public-private partnership, Nola BA is the official economic development organization for the City of New Orleans.
Obran Cooperative, a worker-owned cooperative conglomerate corporation, exists to grow profitable, useful, and impactful businesses that serve their members, customers, and communities. A Reparative Enterprise, Obran was designed in part as a reaction to slavery.
Obran serves those closest to the problem of economic and social oppression by empowering its workers through ownership and education.
REAL People’s Fund is a community-powered fund and entrepreneurship program that provides non-extractive capital, holistic business support, and organizing opportunities to build power with Black, Indigenous, Latine, AAPI, low-income, immigrant, undocumented, formerly incarcerated and working-class entrepreneurs of color in the East Bay.
Real People’s Fund is part of a movement to build collective wealth and decision-making power in communities while working towards a restorative and inclusive economy.
Co-founded by Art Morrison III, United Home Relief was created to inspire and educate new African American real estate investors, hire black owned contractors, and empower black youth who are looking for an alternative way of building wealth. United Home Relief aims to make real estate investing more accessible by providing several “first-step” solutions to get professionals started in selling or building their real estate portfolio.
WEPOWER works with working class Black and Latinx people to build community wealth and power in order to transform education and economic systems in St. Louis, Missouri to nurture their lives rather than harm them. WEPOWER envisions a future where systems are accountable to powerful communities that have been historically oppressed, and nurture our freedom, well-being, dreams, and joy.
