USA – MINNESOTA Trends and Developments Contributed by: Barry Landy, Jacob Siegel and Patrick “Gus” Cochran, Ciresi Conlin LLP
In declining to apply the DTSA (and, resultingly, the MUTSA), Bepex provided helpful guidance by outlin - ing facts and conduct that will not trigger the MUTSA’s application to an out-of-state defendant: • the foreign defendant’s mere acquiescence to Minnesota choice-of-law and exclusive jurisdiction clauses in its contract with the Minnesota plaintiff; • the mere origination of the alleged trade secrets from Minnesota (eg, the plaintiff mailing its trade secrets to a foreign defendant from Minnesota); • the foreign defendant entering a contract with the Minnesota plaintiff; • the foreign defendant’s refusal to return the Minne - sota plaintiff’s trade secrets; • the foreign defendant’s payment of royalties to the plaintiff in Minnesota for sales made abroad; and • a mere “long-term business relationship” between the foreign defendant and Minnesota plaintiff. See Bepex International , 2023 WL 2975699, at *5-9.
In sum, the MUTSA is subject to Minnesota’s pre - sumption against extraterritoriality and will most likely be applied to foreign defendants in accordance with persuasive authority under the DTSA. Plaintiffs con - sidering suing foreign defendants under the MUTSA must therefore consider whether any acts “in further - ance” of the misappropriation were committed in Min - nesota. Conclusion Minnesota courts have long played an outsized role in shaping trade secret doctrine. With rapid techno - logical change, increased employee mobility, and the accelerating expiration of non-compete agreements on the horizon, Minnesota’s rich economy should con - tinue to invite dynamic disputes and developments in trade secret litigation.
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