To have information legally recognized as a trade secret, a confidentiality regime must be established. One common way is by adopting an internal document, such as a Trade Secret Policy. The law does not set strict rules on the form or content of this document, leaving companies free to shape it to their needs. Typically, a Trade Secret Policy defines key terms, lists what qualifies as a trade secret, outlines employee duties, and sets out liability for breaches. This document plays a crucial role in protecting sensitive business information within the organization.

The main terms of the trade secret agreement

1. Trade Secret agreement with employees

The main terms of the trade secret agreement that the company enters into with an employee:

• Confidential information.


• The procedure for the employee’s access to such information.


• The rights and obligations of the company and the employee related to trade secrets.


• The period during which the employee must keep the information. This period may be longer than the duration of the contract that is concluded with the employee.


• Conditions for the employer company that it organizes notification of an employee about a change or cancellation of a trade secret.

1. Disputes with employees, including former ones

An employee who has signed a trade secret agreement and violated the terms of the agreement, the employer company can recover damages in court. Before that, you need to offer the employee to reimburse the damage voluntarily. This can be done when the employee has not been fired yet. If the employee refuses to compensate for the damage, the employer decides whether to recover the damage in court.

In addition, in court, an employee, even a former one, can be charged damages, including lost profits, which he caused to the company by his illegal actions. When a penalty is provided for in the trade secret agreement, it can also be collected.

Disputes with employees, including former ones, are considered by the civil court. Before the case is considered, the state fee must be paid as a percentage of the amount that is collected in court.

2. Disputes with business partners

A business partner who has violated a trade secret agreement can be sued for damages, including lost profits. When there are conditions for a penalty in the agreement, it can also be collected. When a trade secret dispute has arisen between companies, individual entrepreneurs, then before going to court, the owner of the trade secret needs to send a claim to his business partner. Disputes with business partners are considered by the economic court.

Disputes with employees, including former ones, who are not related to running a business, are considered by the civil court. A company that believes that its interests have suffered in connection with a violation of the non-competition agreement may recover damages, in particular, in the form of compensation paid to a former employee after dismissal and a penalty provided for in the non-competition agreement. The court does not reduce the amount of such a penalty. Before going to court, you need to pay a state fee as a percentage of the amount that is being collected.

Non-Disclosure Agreement for Trade Secrets

The Law on Trade Secrets gives employers the right to sign a non-disclosure agreement (NDA) with employees who have access to confidential business information. This NDA is a civil contract between the owner of the trade secret (or someone granted access) and an employee. It sets out each party’s obligations to protect the secrecy of sensitive information. The law does not impose a standard form, so employers can draft the content to fit their needs. Typically, the agreement details rights and duties, access procedures, liability, and how long confidentiality must be maintained. It may also include bonuses for compliance and penalties for breaches. Even after employment ends, the employee must keep trade secrets confidential for the term of the NDA or until the secrecy regime is lifted, whichever comes first.