1-2 a new section to read as follows:

1-3 A person who, with intent to injure an owner of a trade secret or with

1-4 reason to believe that his actions will injure an owner of a trade secret,

1-5 without limitation:

1-6 1. Steals, misappropriates, takes or conceals a trade secret or obtains

1-7 a trade secret through fraud, artifice or deception;

1-8 2. Wrongfully copies, duplicates, sketches, draws, photographs,

1-9 alters, destroys, photocopies, replicates, transmits, delivers, sends, mails,

1-10 communicates or conveys a trade secret;

1-11 3. Receives, buys or possesses a trade secret with knowledge or

1-12 reason to know that the trade secret was obtained as described in

1-13 subsection 1 or 2;

1-14 4. Attempts to commit an offense described in subsection 1, 2 or 3;

1-15 5. Solicits another person to commit an offense described in

1-16 subsection 1, 2 or 3; or

1-17 6. Conspires to commit an offense described in subsection 1, 2 or 3,

2-7 requires:

2-8 1. "Improper means" includes [theft, bribery, misrepresentation,

2-9 breach] , without limitation:

2-10 (a) Theft;

2-11 (b) Bribery;

2-12 (c) Misrepresentation;

2-13 (d) Willful breach or willful inducement of a breach of a duty to

2-14 maintain secrecy [, and espionage] ;

2-15 (e) Willful breach or willful inducement of a breach of a duty imposed

2-16 by common law, statute, contract, license, protective order or other court

2-17 or administrative order; and

2-18 (f) Espionage through electronic or other means.

2-19 2. "Misappropriation" means:

2-20 (a) Acquisition of the trade secret of another by a person by improper

2-21 means;

2-22 (b) Acquisition of a trade secret of another by a person who knows or

2-23 has reason to know that the trade secret was acquired by improper means;

2-24 [(b)] or

2-25 (c) Disclosure or use of a trade secret of another without express or

2-26 implied consent by a person who:

2-27 (1) Used improper means to acquire knowledge of the trade secret;

2-28 (2) At the time of disclosure or use, knew or had reason to know that

2-29 his knowledge of the trade secret was:

2-30 (I) Derived from or through a person who had used improper

2-31 means to acquire it;

2-32 (II) Acquired under circumstances giving rise to a duty to maintain

2-33 its secrecy or limit its use; or

2-34 (III) Derived from or through a person who owed a duty to the

2-35 person seeking relief to maintain its secrecy or limit its use; or

2-36 (3) Before a material change of his position, knew or had reason to

2-37 know that it was a trade secret and that knowledge of it had been acquired

2-38 by accident or mistake.

2-39 3. "Owner" means the person who holds legal or equitable title to a

2-40 trade secret.

2-41 4. "Person" means a natural person, corporation, business trust, estate,

2-42 trust, partnership, association, joint venture, government, governmental

3-13 Upon application to the court, an injunction must be terminated when the

3-14 trade secret has ceased to exist, but the injunction may be continued for an

3-15 additional reasonable period of time [in order] to eliminate commercial or

3-16 other advantage that otherwise would be derived from the

3-17 misappropriation.

3-18 2. In exceptional circumstances, an injunction may condition future use

3-19 upon payment of a reasonable royalty for no longer than the period of time

3-20 for which use could have been prohibited. Exceptional circumstances

3-21 include a material and prejudicial change of position before acquiring

3-22 knowledge or reason to know of misappropriation that renders a prohibitive

3-23 injunction inequitable.

3-24 3. In appropriate circumstances, the court may order affirmative acts to

3-28 change of position before acquiring knowledge or reason to know of

3-29 misappropriation renders a monetary recovery inequitable, a complainant is

3-30 entitled to recover damages for misappropriation. Damages include both

3-31 loss caused by misappropriation and unjust enrichment caused by

3-32 misappropriation that is not taken into account in computing the loss. In

3-33 lieu of damages measured by any other methods, damages caused by

3-34 misappropriation may be measured by imposition of liability for a

3-35 reasonable royalty for a misappropriator’s unauthorized disclosure or use of

3-36 a trade secret.

3-37 2. If willful [and malicious misappropriation] , wanton or reckless

3-38 misappropriation or disregard of the rights of the owner of the trade

3-39 secret exists, the court may award exemplary damages in an amount not

4-21 chapter displaces conflicting tort, restitutionary, and other law of this state

4-22 providing civil remedies for misappropriation of a trade secret.

4-23 2. This chapter does not affect:

4-24 (a) Contractual remedies, whether or not based upon misappropriation

4-25 of a trade secret;

4-26 (b) Other civil remedies that are not based upon misappropriation of a

4-27 trade secret; or

4-28 (c) [Criminal] Except as otherwise provided in section 1 of this act,

4-29 criminal sanctions, whether or not based upon misappropriation of a trade

4-34 shall be applied and construed to effectuate its general purpose to make

4-35 uniform the law with respect to the subject of this chapter among states

4-36 enacting it.