Trade Secrets Law in Puerto Rico (US)
Puerto Rico's legal framework for trade secret protection is governed by the Industrial and Trade Secret Protection Act of Puerto Rico (Act No. 80 of June 3, 2011), codified at 10 L.P.R.A. §§ 4131–4141. This statute aligns with the Uniform Trade Secrets Act (UTSA), which has been adopted by most U.S. states and territories, including Puerto Rico.
🔐 Definition of Trade Secret
Under § 4132, a trade secret in Puerto Rico is defined as information that:
Has actual or potential independent economic value or provides a business advantage,
Is not generally known or readily accessible through proper means by persons who could derive monetary benefit from its disclosure or use,
Is subject to reasonable security measures to maintain its confidentiality.
Additionally, information resulting from failed attempts to develop a trade secret is also considered part of it.
🛡️ Legal Protections and Enforcement
The Act provides civil remedies for trade secret misappropriation, including:
Injunctive Relief: Courts can issue preliminary and permanent injunctions to prevent further use or disclosure of misappropriated trade secrets
Damages: Plaintiffs may recover actual damages, and in cases of willful and malicious misappropriation, up to three times the actual damages.
Attorney's Fees: Courts may award attorney's fees to the prevailing party in exceptional cases.
The Act also emphasizes the importance of maintaining confidentiality during legal proceedings involving trade secrets, allowing for protective orders and sealed hearings.
⚖️ Judicial Interpretation
In the case of TLS Management & Marketing Services, LLC v. Rodríguez-Toledo, the First Circuit Court of Appeals clarified the requirements for proving trade secret misappropriation. The court emphasized that plaintiffs must specifically identify the trade secrets and demonstrate that they were not readily ascertainable by others, even if the information was not publicly disclosed. In this case, the court found that TLS failed to meet these criteria, leading to the reversal of the district court's decision.
🧭 Practical Considerations
To effectively protect trade secrets in Puerto Rico, businesses should:
Implement Confidentiality Agreements: Use non-disclosure agreements (NDAs) with employees, contractors, and business partners to legally bind them to confidentiality.
Adopt Security Measures: Employ physical and digital security measures, such as access controls and encryption, to safeguard sensitive information.
Educate Personnel: Train employees on the importance of protecting trade secrets and the company's policies regarding confidential information.
These steps can help businesses maintain the confidentiality of their trade secrets and reduce the risk of misappropriation.
🌐 Interaction with Federal Law
In addition to Puerto Rico's local statute, the Defend Trade Secrets Act (DTSA) of 2016 provides a federal cause of action for trade secret misappropriation. This allows trade secret owners to file lawsuits in federal court, providing an alternative avenue for enforcement.
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