For any company seeking to protect its trade secrets, it is important to take reasonable measures designed to maintain the secrecy of the information at issue.  Following is a list of question companies ought to consider: 

  1. Do your employees execute a confidentiality agreement?
  2. Do your employees with significant customer relationship responsibilities have agreements not to solicit your customers after termination?
  3. Do your employees with access to your key business strategies and/or with significant customer relationship responsibilities have limited agreements not to compete, in states where permissible?
  4. Do you have agreements preventing departed employees from raiding your current workforce?
  5. Have you recently reviewed any of the above-mentioned agreements to make sure they comply with current law in the states in which you operate?
  6. Have you made sure that your severance/release agreements do not supersede any of the above-mentioned agreements?
  7. Do you implement policies, signed by all of your current employees and new hires, addressing the use of computers, emails, voice mail and the internet?
  8. Do you implement policies, signed by all of your current employees and new hires, addressing physical access to trade secrets and/or confidential information?
  9. Do you implement policies, signed by all of your current employees and new hires, addressing vendors and third party access to trade secrets and/or confidential information?
  10. Do you periodically audit your personnel files to make sure that critical employees executed the above-mentioned agreements and acknowledgments regarding the above-mentioned policies?
  11. Do you mark important documents containing your trade secrets and/or confidential information as “Confidential”?
  12. Do you limit access to your trade secrets and/or confidential information to only those employees with a legitimate need to access such information?
  13. Do you lock file cabinets and offices that store trade secrets and/or confidential information?
  14. Do you cross-shred all paper documents containing your trade secrets and/or confidential information?
  15. Do you secure all dumpsters and post “NO TRESPASSING” signs in appropriate locations?
  16. Do you train your employees not to discuss your trade secrets and/or confidential information around third parties?
  17. Do you instruct your employees to report any repair people that show up without being called, and to not grant access to equipment until their identities are established?
  18. Do you require all visitors to wear visitor tags and be escorted at all times?
  19. Do you utilize confidentiality provisions in standard contracts with subcontractors, vendors and suppliers?
  20. Do you utilize contract and licensing agreements that expressly state the parameters for using certain information, and that include restrictions on “reverse engineering” or disclosing that information during activities such as a contract bidding process?
  21. Do you meet with subcontractors, vendors and suppliers to stress the need for confidentiality for certain projects or other situations?
  22. For your sales force (if applicable), do you limit each employee’s access to the customer database to only those customers for which the employee is responsible?
  23. In states where appropriate, do you update employee agreements when employees change job duties?
  24. Do you limit access to your trade secrets and/or confidential information on your computers to only those employees with a legitimate need to know?
  25. When an employee is terminated, do you immediately delete the employee’s access to computers, phone systems, and private property areas?
  26. When an employee is terminated, do you conduct an exit interview wherein you remind the employee of his or her continuing duty not to use or disclose your trade secrets and/or confidential information?
  27. When an employee is terminated, do you request that the employee return your property, including your trade secrets and/or confidential information?