Secrecy and Reasonable Protective Measures
A trade secret under the Uniform Trade Secrets Act and the Defend Trade Secrets Act (DTSA) is information that derives independent economic value from not being generally known and is the subject of reasonable efforts to maintain its secrecy. This dual requirement means the information must be truly secret (not publicly available or easily discoverable) and the owner must take reasonable steps to protect it. Reasonable efforts include non-disclosure agreements with employees and contractors, password protection, restricted access to facilities, regular audits, and clear designation of confidential information. The Coca-Cola formula is the canonical example: a tightly held recipe known to only a few senior employees, locked in a vault, and jealously guarded. By contrast, a published recipe cannot be a trade secret, no matter how effective it is commercially.
Remedies and Duration
Trade-secret protection lasts indefinitely as long as secrecy is maintained; once disclosed, the trade secret status is lost. Misappropriation (theft, breach of confidentiality, espionage) can be sued under the DTSA in federal court, where remedies include actual damages, unjust enrichment, and exemplary damages (up to triple) if willful and malicious. Injunctive relief is available to prevent further disclosure or use. Unlike patents, there is no examination or registration; protection is automatic as long as the criteria are met. An employee who steals a trade secret and starts a competing business can be enjoined. A company that reverse-engineers a product without wrongful means has not misappropriated, though a patent on the invention (if filed) might block the competitor's manufacture.