USA – DELAWARE Trends and Developments Contributed by: Travis S. Hunter, Richards, Layton & Finger PA
USD875,000 plus certain milestone payments. Id. at 32. The court held that the USD40 million royalties were unreasonable because they were untethered from the licence agreement which the parties had pre - viously agreed to, and they contemplated an exclu - sive licence, even though plaintiff had not secured any exclusive licences, including the licence agreement. Id. at 33. Although plaintiff requested injunctive relief requiring the defendant to “return or destroy all docu - ments containing CSS information and be enjoined from using such information... [or] any development, marketing, commercialization, sales efforts, or any other activity in food recycling, fertilizer, pet food, ani - mal feed business, or any related business”, the court only granted a narrow injunction enjoining defendants “from the use of the CSS Process or any other con - fidential information the Defendants obtained from CSS” and required that they “return or destroy all information related to the CSS Process”. Id. at 34-35. The court reasoned that limiting defendants’ “ability to develop, market, commercialise or conduct any other activity in food recycling and its related busi - nesses is too broad”. Id. at 35. The court declined to grant exemplary damages or attorneys’ fees because plaintiff failed to establish that the misappropriation was wilful or malicious, and defendants’ litigation con - duct did not rise to the level of bad faith, although it was “oppressive and defensive” and “succeeded in delaying the day of reckoning, and culminated in trial testimony rife with impeachments and untruths”. Id. at 35-36. On two separate appeals, the Delaware Supreme Court affirmed the Court of Chancery’s ruling. Arxada Holdings NA Inc. v Harvey, No 2024-0771- JTL, 2026 WL 220511, __ A. 3d__ (Del. Ch. 28 Jan 2026) In Arxada , the Court of Chancery considered wheth - er, after selling his business and agreeing to certain restrictive covenants, the former founder’s and his sons’ use of the Company’s trade secrets and other acts violate the restrictive covenants, violate the DUT - SA, breach their fiduciary duties, or constitute tortious interference. The court found that the plaintiff’s formu - las, business information, product labels, data sheets, and photographs of company sites constituted trade
secrets and that defendants misappropriated such trade secrets. The court also awarded damages for plaintiff’s actual loss, defendant’s unjust enrichment, plus exemplary damages and attorneys’ fees under the DUTSA. Id. at 559-563. Because the plaintiff’s expert did not calculate lost profits, the court awarded the amount of lost prof - its that defendant’s expert calculated. Id. at 560. For unjust enrichment, the court credited plaintiff’s wit - nesses’ testimony about the “extensive work that would be needed to recreate the formulas”, and the “conservative” estimates that the plaintiff’s expert made when calculating the costs that defendant saved by not developing the trade secret itself. Id. The court declined to award royalty-based damages because the trade secrets that the defendants misap - propriated were essentially the “company in a box” and there were “too many variables” at play, and the other methods were more reliable. Id. at 561-62. The court granted exemplary damages and expenses, finding that plaintiff proved wilfulness under the DUT - SA because defendants’ misappropriation was know - ing – they had treated the trade secrets as such for years, and had just sold the trade secrets along with the company – and malicious – one defendant referred to plaintiff as “a circus”, “the evil empire”, a “scumbag company”, “a-holes”, “a bunch of clowns”, “[b]ozos”, “brain-dead”, and “dumbasses”, and encouraged the Company’s customers to switch to competitors while he was still employed at the Company. Id. at 562- 63. Although the case “could warrant a maximum amount”, the court only “impose[d] the same amount awarded for compensatory damages”, bringing the total damages to 11% of the Company’s purchase price. Id. at 563. Fair Isaac Corp. v Gurobi Optimization, LLC, No CV 25-00194-RGA, 2025 WL 2636403 (D. Del. 12 Sept 2025) In Fair Isaac, the plaintiff sued its former employee’s (Dr Bastert) new employer, Gurobi, claiming that under the inevitable disclosure doctrine, Gurobi had, or was about to, violate the DTSA based on Dr Bas - tert’s knowledge of plaintiff’s trade secrets. Defend - ant moved to dismiss on multiple grounds, and the Delaware District Court granted the motion, finding
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