Also known as:reasonable effort to maintain secrecy · reasonable measures to maintain secrecy · reasonable measures · efforts to keep secret
Written by attorneys · grounded in primary & secondary sources — see below
A duty of a trade secret holder to implement precautions sufficient to keep the information from becoming generally known. The precautions must be reasonable in light of the circumstances, including the value of the secret and the cost of protection.
Sources & Authorities
How it applies
Common Examples
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Lawyer's Ancillary Business Disclosure
Cheryl formed Pinnacle Realty as a separate corporation with its own employees and letterhead in a distinct suite. When Alec contacted the shared receptionist and was transferred without explanation, Cheryl referred to the company as the in-house title provider but gave no statement that the services were nonlegal. Alec later claimed his disclosures should have been protected, forcing a determination whether Cheryl took reasonable efforts to maintain secrecy of the distinction between the entities.
Email System Access Controls
CompuServe discovered that Cyber Promotions repeatedly sent unsolicited messages that evaded its filters and consumed server resources. CompuServe had implemented password protections and usage policies but had not updated them to block the specific evasion tactics. The court evaluated whether those steps constituted reasonable efforts to maintain secrecy of the system's operational integrity.
Select any source to read its text and confirm it supports the definition.
Uniform Acts
Model Codes
Restatements
Study Supplements
CompuServe v. Cyber Promotions, Inc.962 F. Supp. 1015, 1022 (S.D. Ohio 1997)
Expert Methodology Protection
Kumho Tire's engineers developed a proprietary method for assessing tire failure that was not publicly disclosed. The company limited internal access to the method and required employees to sign confidentiality agreements, yet it permitted some external consultants limited review without additional safeguards. The inquiry centered on whether those internal controls amounted to reasonable efforts to maintain secrecy of the analytical technique.
Kumho Tire Co. v. Carmichael526 U.S. 137 (1999)
Chemical Spill Response Protocol
Consolidated Rail stored hazardous materials near People Express's terminal. After a leak occurred, the railroad activated basic containment but delayed full notification and failed to update its emergency contacts. The court assessed whether the railroad's existing procedures reflected reasonable efforts to maintain secrecy of the precise nature and extent of the hazard until proper mitigation could occur.
People Express Airlines, Inc. v. Consolidated Rail Corp.(1985) 100 N.J. 246 [495 A.2d 107]
Common questions
Frequently Asked
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What factors determine whether efforts to maintain secrecy are reasonable?+
Courts examine the value of the information, the cost of additional precautions, and the precautions actually taken. The inquiry is fact-specific and weighs both evidentiary and remedial considerations.
Does perfect secrecy have to be achieved?+
No. The standard requires only reasonable efforts under the circumstances, not absolute protection against every possible disclosure.
How do reasonable efforts affect a trade secret claim?+
Failure to make reasonable efforts can defeat the claim even if the information otherwise qualifies as a trade secret. The efforts also help prove that the information was not generally known.
100 N.J. 246, 495 A.2d 107 (1985)Torts
…more just is it that liability be imposed and recovery allowed. We hold therefore that a defendant owes a duty of care to take reasonable measures to avoid the risk of causing economic damages, aside from physical injury, to particular plaintiffs or plaintiffs comprising an identifiable class with respect to whom defendant knows or…