Internal Memo PROCEDURES FOR IDENTIFICATION OF TRADE SECRETS
To: All employees and contractors (internal) From: Re: Company Trade Secrets Date: August 12, 2008
It would not be practical for a general listing of Trade Secrets of the Company to list all Trade Secrets or to describe all the materials that conceivably could contain Trade Secrets. Hence, much of the decision-making process for the identification of such material must rest with each employee. Every employee should apply the criteria set forth below in performing his customary duties. 1. Guidelines. a. Trade Secret material can take almost any form, such as computer code (including object code and source code), algorithms, system documentation, user manuals, training instructions, data structures and modifications of all the Company's computer programs, systems design and architecture, and other technical developments, as well as sales data, cost and pricing information, and know-how. Do not be restricted by the form of such material. b. Trade Secret information is very special, sometimes even unique. It may be material that enables the Company to "get a head start" past the rest of the field. Your competitors would like to know about it. Do not give it to them or let them get it. 2. Identification. Each Department Head should apply these guidelines to Trade Secret materials under his control and should specifically identify materials that satisfy these criteria. A list of such materials should be sent to the [DESIGNATE COMPANY OFFICER]. Example: In the new-product development division, the following documents should be placed by the Department Head on the Company's Trade Secret List: 1. The algorithms, coding procedures, source code, object code, and procedural code for each product 2. The product development specifications and design architecture
3. The research and development task list 4. The training instructions, user manuals, and all technical memoranda 5. Sales and cost figures 3. Application by Employees. After materials containing Trade Secrets have been identified by each Department Head, each person who comes into contact with such materials must treat them in accordance with the Company's Trade Secret Program. Thus, rubber stamps are to be used to mark Trade Secret materials, the proper legend is to be embodied in computer code and placed on packaging of computer software and on software printouts as well as correspondence and memoranda, and, generally, access to these programming materials and documents is to be limited to those who truly need the documents in order to perform their job. 4. Revision. No list of Trade Secrets of the Company should be static. Consequently, each Department Head is to review this Trade Secret List at least every six months and add to or delete descriptions of information as necessary. 5. Form. The following format is suggested for use by Department Heads when describing Trade Secrets of the Company for the benefit of employees under his control: Interoffice Memo TO: FROM: RE: DATE: All Department Personnel Description of Company Trade Secrets
The following materials are classified as Trade Secrets of the Company and are to be treated in accordance with the Company Trade Secret Program: (1) (2)