Introduction/Recap
Continuing our discussion on Intellectual Property and your business, today's blog is about Trade Secrets. If you've not read our introductory blog on Intellectual Property, CLICK HERE to review it to get a general lay of the land.
In general, Intellectual Property deals with creations of the mind. Intellectual property can be divided into a few distinct subcategories, Trade Secrets being just one.
What is a Trade Secret?
Definition: a secret device, technique or other information used by a company in the manufacturing of its products, or delivery of it's services.
Put simply, anything that a person or Company would like to keep secret, and is treated with a high level of care. These secrets are generally only provided to top level managers, or on a "need to know" basis. Examples would be a formula or recipe, a physical device, or idea. Think KFC's frying batter, or Coca Cola's formula.
So my ideas can be protected?
Generally speaking, YES. You can protect your ideas. The best way to do so is to ensure you are keeping them secret. Only tell those that "need to know" and, in some cases, use documents like Non-Disclosure Agreements (NDA) to add an extra level of protection.
How long does it last?
As we've discussed previously, certain types of Intellectual Property have defined life cycles. Patents and Copyrights for example. Trade Secrets however can go on indefinitely. Even across lifetimes. Because they are never officially "registered", you will maintain the rights to your secret for as long as you can keep it!
So I don't register it?
Short Answer: NO.
Longer Answer: If you feel as though your idea, formula, etc. is at a high risk of being disclosed or exploited no matter what you do in order to keep it secret, then you may consider a patent, or another form of Intellectual Property. Consult an attorney to help you evaluate your options if you have any questions.
How do I ensure that my secret STAYS secret?
There are many ways to keep secrets a secret. As the saying goes, "loose lips sink ships" so the best defense is making sure you keep those that are in the know to a minimum. Other ideas include;
- Using Non-Disclosure Agreements with parties who may "need to know".
- If using an NDA, be sure to mark all documents with "CONFIDENTIAL", and do your best to password protect digital files, or protect them from being downloaded, etc.
- Be sure to keep your computer's security settings up to date.
- Spread the secret around. For example, if different people in the chain of production only know certain elements of the overall formula, this helps to limit exposure during production.
What happens if someone steals my secret!?!
There are laws in place prohibiting the theft or disclosure of trade secrets. The most prominent protections stem from the UTSA (Uniform Trade Secrets Act). The first step in any action to protect your trade secrets is an injunction to prevent the offending party from continuing further disclosure. As your case moves forward, you may be able to collect damages for economy injury suffered as a result of the theft/usage/disclosure by the offending party.
Conclusion
Intellectual property can be complicated and confusing. At St. Augustine Law Group, we are here to help you every step of the way. If you have any questions about this blog, or any of the previous Intellectual Property blogs, Contact Us today!
Credit to Scher Guzzo for the creation of the infographic, and assisting in the drafting of this blog post.