There is no easy way to prevent such conduct, especially if precautions have not been taken in advance. Require your employees to sign employment agreements wherein they agree to maintain the secrecy for all of the organization's trade secrets. Also, consider a covenant not to compete that has geographic scope and duration limitations. Such terms should be included in an initial employment agreement entered into at the start of the employment relationship. While it may not be easy to go back and add these terms, because there must be adequate consideration in exchange for these post-employment obligations, if you will be paying the employee anything more than you absolutely legally owe him or her, you may be able to condition the "bonus" on his having signed an agreement to maintain the trade secret as confidential and to provide you with written assurances that he or she no longer has any proprietary or trade secret material. Your employment law attorney will probably want to discuss that with your intellectual property attorney.

(Reviewed 9-08)