In our last installment on Florida business torts, the business litigation attorneys at Capital Partners Law explored the complex world of intellectual property (IP) theft, covering everything from the general definition of IP to specific types like copyrights, patents, and trademarks. We also reviewed the legal protections and remedies available for IP infringement.
This week, we shift our focus to another crucial area: trade secrets. We will explain what trade secrets are, their importance to your business, and what steps to take if you suspect someone has stolen your valuable trade secrets in Florida.
Defining Trade Secrets
The United States Patent and Trademark Office (USPTO) defines a trade secret as information that:
- Has actual or potential independent economic value because it is not widely known;
- Is desired by others who have no legitimate means of acquiring it; and
- Is subject to reasonable efforts to maintain its secrecy.
To be classified as a trade secret, the information must meet all three criteria.
In Florida, trade secrets are defined under both criminal and civil statutes, with some variations worth noting. For example, Florida Statute § 812.081, which addresses the theft or trafficking of trade secrets, defines them as information or material that is:
- Secret;
- Valuable;
- Used or intended for use by a business; and
- Provides a business advantage over those who do not know or use it, where the owner actively protects its confidentiality.
Under this statute, a trade secret can include “any scientific, technical, or commercial information, including financial data, designs, processes, procedures, supplier lists, customer lists, business codes, or improvements.” It does not matter whether this information is tangible or intangible, nor how it is stored or preserved.
Additionally, under Florida’s Uniform Trade Secrets Act, a trade secret is defined as information, such as a formula, pattern, compilation, program, device, method, technique, or process that:
- Has actual or potential independent economic value because it is not generally known or readily ascertainable by proper means by others who could benefit financially from its use; and
- Is the subject of reasonable efforts to maintain its secrecy.
Rights Stemming From Trade Secret Ownership in Florida
Owning a trade secret grants certain rights, including the ability to prevent others from duplicating, using, or disclosing the information without authorization. This right applies to employees and others who owe a duty of confidentiality, as well as individuals who wrongfully acquire trade secrets. Even those who accidentally come across such information, but have reason to believe it is a trade secret, are prohibited from wrongful use or disclosure. Furthermore, anyone who signs a confidentiality or non-disclosure agreement (NDA) is legally bound not to disclose the trade secret without proper authorization.
However, there are exceptions. Trade secret protections do not apply if the information is obtained legally and independently. For instance, a competitor who acquires one of your products legally is free to study it to discover its trade secrets.
How Your Florida Business Can Safeguard Trade Secrets
While simply labeling information as “Confidential” may not be sufficient, there are practical measures your business can take to protect its trade secrets:
- Clearly mark documents containing trade secrets as “Confidential.”
- Secure materials containing trade secrets in a locked or secure area when not in use.
- Ensure your computer security systems are up-to-date.
- Restrict access to trade secrets to those who need it for legitimate business purposes.
- Require employees and contractors to sign confidentiality or non-disclosure agreements.
Depending on the sensitivity of the information, more stringent measures may be necessary.
Theft of Trade Secrets: A Crime and a Business Tort in Florida
If you suspect that your trade secrets have been stolen, you may be able to pursue both criminal charges and civil remedies. Trade secret theft is considered both a crime and a business tort in Florida.
Prosecution for Trade Secret Theft Under Fla. Stat. § 812.081
Under Florida Statute § 812.081, it is illegal to knowingly and intentionally:
- Obtain or use, or attempt to obtain or use, a trade secret without permission, with the intent to:
- Deprive or withhold the rightful owner of the trade secret’s benefits; or
- Appropriate the trade secret for personal use or for the use of someone not entitled to it.
Trade secret theft is classified as a third-degree felony, while trafficking in trade secrets is also a felony offense. In addition to facing criminal penalties, those convicted may be required to pay restitution to the victim. The statute also provides that victims may seek a court order to prevent the continued misuse of the trade secret.
It is important to note that individuals are not liable for criminal or civil penalties if they disclose a trade secret confidentially to an attorney, law enforcement officer, or other government official to report or investigate suspected illegal activity. Similarly, disclosure made in a complaint or legal document filed under seal is also protected.
Civil Remedies Available Under the Uniform Trade Secrets Act
Florida’s Uniform Trade Secrets Act defines misappropriation of trade secrets as acquiring a trade secret through improper means or using or disclosing a trade secret under certain circumstances. The Act allows businesses to seek injunctive relief to stop ongoing or threatened misappropriation. Such injunctions may remain in effect until the trade secret ceases to exist, with the possibility of extension to eliminate any commercial advantage gained through misappropriation.
If your business is harmed by trade secret theft, you may also be entitled to recover actual losses, including damages for unjust enrichment not accounted for in calculating actual loss. Keep in mind that a claim for misappropriation must be filed within three years of the date the misappropriation was discovered or should have been discovered with reasonable diligence. Ongoing misappropriation is considered a single claim.
Get Help from Qualified Florida Trade Secret Theft Attorneys
If someone has stolen a trade secret vital to your Florida business, it’s essential to act promptly. Contact the experienced business litigation attorneys at Capital Partners Law today.
To learn more or speak with a knowledgeable Florida Business Attorney, contact Capital Partners Law today:
- Toll-free at (833) 7-CAPLAW
- Complete a New Client Intake Form (No obligation – an attorney will review your information and contact you to discuss your needs).
- Schedule a Free Consultation
This article is provided by Capital Partners Law for informational purposes only. It is not intended as legal advice and does not form the basis for an attorney-client relationship. If you need legal advice, please contact Capital Partners Law or another licensed attorney.
Related practice area: Trademark & Copyright Law — Capital Partners Law