Protect
Your Trade Secrets Before It Is Too Late
Have you taken sufficient steps to
protect your trade secrets?
An important practice area
of Business Litigation pertains to Trade Secret Law and the protection of Trade
Secrets. This area of law is becoming
very important as more and more lawsuits are being filed involving some kind of
trade secret misappropriation claim. In
order to devise an effective plan to protect trade secrets, we must first
understand what is meant by the phrase “trade secret”? Trade secret refers to some kind of
proprietary knowledge or information which belongs to a particular business to the
exclusion of others and which presumably provides a commercial advantage to
that business against its competitors. This
definition which is inherently vague, leaves a lot of room for interpretation
and can become the subject of intense litigation. Thus, businesses must take appropriate measures
to 1) define their trade secrets as clearly as possible, and 2) institute
effective policies and procedures to make sure that trade secrets remain
secret.
Make sure that a Trade Secret is actually
“Secret”:
It is extremely important
for a “trade secret” to be actually secret.
This means that effective steps must be taken by the owner of the trade
secret to safeguard and protect it from being disseminated to the general
public and/or to competitors. This would
require a business to first clearly define its trade secrets and then devise
policies and procedures for safeguarding the trade secret. The policies and procedures could either be
directly incorporated into the businesses’ employment contracts or be incorporated
into employment contracts by reference to specific employee manuals. Either way, employees would have to agree to
the company’s trade secret policies as a condition of their employment.
It is surprising to see many
businesses lose trade secret lawsuits simply by having failed to define their
trade secrets and by their failure to ensure the secrecy of their trade
secrets. Thus, it is the responsibility
of business owners and managers to make sure that their business has an
effective trade secret policy in full force and effect which defines their
trade secrets and at the same time maintains their secrecy by requiring all employees
to agree in writing to abide by the company’s trade secret policy.
Employees who
leave the business must be extra careful:
When an employee leaves a company that has a
strong trade secret policy in place, the former employee must be extra
careful. The activities and business
associations of the former employee might be closely monitored and any
dissemination or unauthorized use of the trade secrets obtained from the former
employer, could subject the former employee to a trade secret misappropriation
lawsuit.
