The trade secrets or other confidential information of a business are often its most valuable assets. Thus, despite all efforts by a business to protect this information, such as by non-disclosure agreements, employment contracts or monitored or restricted access, this information remains a target of competitors or disgruntled employees. If someone has stolen or is improperly using your trade secrets or other confidential information, the business litigation attorneys of Brown & Charbonneau, LLP can help.
Misappropriation of Trade Secrets
In California, the trade secrets of a business are protected from misappropriation by the Uniform Trade Secret Act (“UTSA”). Generally, a “trade secret” is any information from which a business derives economic value from not being known to the public, and as to which the business has taken reasonable efforts to maintain its secrecy. Examples of trade secrets include formulas, patterns, techniques and customer lists.
Misappropriation usually involves disclosure or use of another’s trade secret, without consent, by someone who acquired it by improper means. However, misappropriation may also be based on a disclosure or use, without consent, by someone who knew or had reason to know that their knowledge of the trade secret was derived from a person who used improper means to acquire it, or who had a duty to maintain its secrecy or limit its use. Improper means may include theft, bribery, fraud, or espionage through electronic or other means.Acts of solicitation may also constitute use or misappropriation of protected information.
Breach of Confidentiality Claims
Non-disclosure agreements and confidentiality clauses in employment or vender agreements are common examples of ways business owners seek to protect their trade secrets and other confidential information. When confidential information is disclosed or used in violation of such agreements, the owner also has a claim for breach of contract.
To support a claim for breach of contract, the plaintiff business owner must show: (1) the existence of a contract between the parties, (2) the plaintiff’s performance, or excuse for non-performance, under the contract, (3) the defendant’s breach, and (4) resulting damage to the plaintiff.
Damages You Can Recover
Damages for misappropriation of trade secrets may include recovery for the actual loss caused by the misappropriation, and any amounts that would result in unjust enrichment if retained the defendant (not already taken into account in computing actual losses). If neither damages nor unjust enrichment caused by the misappropriation can be proved, California statute allows for the court’s ordering of the payment of a reasonable royalty by the defendant. Punitive damages may also be recovered for a misappropriation proven to have been willful and malicious. Injunctive relief is available to restrain actual or threatened misappropriation of a trade secret.
For a breach of contract claim, the measure of damages is the amount that will compensate the plaintiff for all harm caused thereby. The basic object of damages is compensation, and in the law of contracts the theory is that the party injured by a breach should receive as nearly as possible the equivalent of the benefits of performance. Thus, the damages awarded should, insofar as possible, place the injured party in the same position it would have held had the contract properly been performed.
Getting Legal Help
Brown & Charbonneau, LLP represents individuals as well as large and small companies in cases involving all forms of misappropriation of trade secrets and other confidential information. If you are involved in a misappropriation or breach of confidentiality claim, or would like to learn about your rights and how to protect your business, we can provide you with the information you need.
Call today at (714) 505-3000 or contact us online to schedule a consultation and learn more about how we can help you.