Articles Posted in Business Litigation

Under the Federal Defend Trade Secrets Act as well as the Uniform Trade Secret Act adopted by many states, unauthorized use of trade secret information and unauthorized acquisition or disclosure of trade secret information may constitute misappropriation. The legal concept of “misappropriation” includes not only the wholesale pirating of an idea, but also the unauthorized…

Just because parties sign two separate documents or contracts does not mean Florida law actually views these contracts separately. This is significant because rights and liabilities arising from one document may extend to the other. Many business litigation cases in Florida deal with business sales involving actions on a promissory note that usually involve a…

In business litigation cases, parties frequently plead the affirmative defense of “mitigation of damages.” Although commonly referred to as the “duty” to mitigate damages, Florida courts instead refer to this as the doctrine of unavoidable consequences. This legal doctrine prevents a party from recovering those damages inflicted by a wrongdoer which the injured party “could…

Under Florida law, a “trade secret” must be a “secret” to the extent it is not generally know, and where the owner has taken reasonable efforts to maintain its secrecy. Florida law (at Section 688.002(4), Florida Statutes) defines a “trade secret” to mean “information, including a formula, pattern, compilation, program, device, method, technique, or process…

Florida appellate courts will scrutinize the method employed in calculating damages in business litigation, because this involves a pure question of law. Precedent from the Supreme Court of Florida in W.W. Gay Mech. Contractor, Inc. v. Wharfside Two, Ltd., 545 So.2d 1348 (Fla. 1989) held that, generally, a business seeking to recover lost profits “must…

Florida law specifies, at Florida Statutes section 542.335, how and when a restrictive covenant (such as a non-compete agreement or non-solicitation agreement) may be enforced against a current or former employee. In a lawsuit to enforce an agreement that restricts or prohibits competition during or after the term of the restrictive covenants, section 542.335(1)(b) states…

The Computer Fraud and Abuse Act (sometimes referred to as the “CFAA”), 18 U.S.C. § 1030, is a federal law that prohibits access a computer and obtaining information without authorization or by exceeding authorized access. The statute (at section 1030(a)(2)(C)) states that whoever “intentionally accesses a computer without authorization or exceeds authorization and thereby obtains…

Parties to contracts sometimes include a “liquidated damages” provision, i.e., a certain financial amount in the event of a triggering event specified in the contract. Liquidated damages provisions seek to ensure compliance with the parties bargain when damages would be difficult to determine from the parties’ vantage when they sign the contract. As Miami’s Third…

The State of Florida enacted Florida Statutes Section 542.335 to allow non-compete agreements where there is a “legitimate business interest.” Two frequently cited “legitimate business interests” are confidential information and trade secrets. In an employment context, a non-compete agreement based on “[v]aluable confidential business or professional information” (referenced in Florida Statutes Section 542.335(1)(b)(2)), Florida law…

Florida law recognizes the doctrine of caveat emptor in commercial transactions. Florida and some other jurisdictions understand this legal doctrine to mean “buyer beware,” thereby imposing on buyers in commercial real property transactions the legal obligation to investigate what they are buying. Florida’s Fourth District Court of Appeal in Transcapital Bank v. Shadowbrook at Vero,…