Trade Secrets

• Author: David R. Gerk - John M. Fleming
• Pages: 285-292

P A R T 5

Trade Secrets

285

I believe in rules. Sure I do. If there weren’t any rules, how could

you break them?

—Leo Durocher

Major League Baseball infielder/manager,

Member, Baseball Hall of Fame

I. BACKGROUND AND RATIONALE

A trade secret can be any confidential information that has value to an

entity because it provides that entity with a competitive advantage. This

confidential information of value can take many forms including a for-

mula, pattern, compilation, program, device, method, technique or pro-

cess. Not all entities that make valuable commercial advances choose to,

or are able to, protect these commercial advances utilizing the patent

system. Instead, the entity may prefer to keep the discovery confidential

and rely on the protection provided to the innovation as a trade secret. As

such, trade secrets provide a varied and desirable mechanism to protect

certain developments and information. While most intellectual property

laws involve rights tied to already public information, or at least infor-

mation that becomes public in exchange for the grant of rights such as in

patents, trade secret law protects nonpublic or secret information.

While other types of intellectual property are protected under a fed-

eral system, trade secret law is generally provided for under a quilt of

varied trade secret laws each enacted individually at the state level, many

of which are based on the provisions set forth in the Uniform Trade

Secrets Act (UTSA). The UTSA codified the basic principles of com-

Part 5