Trade Secrets

A trade secret – proprietary information that is under an obligation to be kept secret.

Almost any confidential, not-publicly known information used in the conduct of one’s business may be protected as a trade secret. For example, a trade secret may consist of formulas, manufacturing techniques and product specifications, customer lists and information, information related to merchandising, costs and pricing, internal company’s practices, and any new business-related ideas.

Purpose of the law – to encourage further creations and developments, promote innovation, and prevent unfair competition.

A Trade Secret must:

•      Derive economical value from not being generally known or readily ascertainable

•      Be the subject of its owner’s reasonable efforts to keep it confidential

Information that is not considered confidential and therefore cannot constitute a trade secret.  

•      Information already in the receiving party’s possession prior to disclosure

•      Information that is or becomes generally available to the public other than as a result of the recipient's disclosure

•      Information that becomes available to the recipient on a non-confidential basis from a source which is entitled to disclose it non-confidentially

•      Information that was independently developed by the recipient, including by means of reverse engineering