Protecting trade secrets is typically an inexpensive and vague process. The approach can vary from business to business. However, one consistent element should be a solid trade secret policy.
This policy directs the business and employees in terms of keeping trade secrets from becoming public information. Again, this strategy can vary widely between companies. But in most cases, a trade secret policy should contain the following elements.
- A description of the protected information – Parties must know what information they must protect in order to handle it properly.
- Details on how the business will secure the trade secret – Businesses must make reasonable efforts to preserve the confidentiality of a trade secret. Such efforts can include things like limiting building access, password-protecting sensitive files and providing specific training. Your trade secret policy should include this information so that signing parties are clear on the efforts.
- Expectations for the signing party – Not only should the policy detail what a business is doing to protect trade secrets, but it can also detail what employees should do. For instance, must they refrain from using personal computers to access trade secrets? What rules should they follow when sharing information within the company?
- Possible consequences for misconduct – Businesses should be prepared to take action should any party violate the policy. These actions could range from termination to pursuing legal claims and damages. You might pursue different remedies based on who violated the agreement and how egregious the disclosure may have been.
While trade secret policies should be tailored to the needs of the business and the parties entering into the agreement, a clear, comprehensive trade secret plan can be valuable for any business. Having one can make it easier for a company to protect information. It also informs employees, contractors and other parties on what they should and should not do to avoid the penalties of disclosing trade secrets.