Stopping the use versus recovering losses
The remedies for breach of a non-disclosure agreement fall into two broad groups. The first is an order stopping further use or disclosure, which can be sought quickly through a temporary restraining order and then a preliminary injunction. Courts want to see a likely breach and harm that money cannot readily fix; a clause saying the parties agree harm would be irreparable helps, but it does not bind the judge. The second group is money, usually damages for losses the breach caused, which can be hard to measure. Some agreements set a fixed sum for a breach, which New York enforces only when it is a reasonable estimate rather than a penalty. Without a clause shifting legal fees, each side usually pays its own.
Trade secret claims alongside the contract
A breach of contract claim is often paired with a claim for trade secret misappropriation, which can reach information taken by someone who never signed the agreement. Federal law provides a trade secret claim, and New York, unlike most states, has not adopted the uniform state trade secrets statute, so claims there also rest on common law. Whether information qualifies depends heavily on how it was protected, which is why markings, access limits, and confidentiality practices matter. The NDA itself may be tested too: courts look at how it defines confidential information and whether it reaches information that was already public.
Securing the evidence of a breach
Keep the signed agreement and any amendments, along with records showing what was shared, when, and with whom. Evidence of misuse often comes from forensic review of devices and accounts the company owns, and that review should be directed through counsel so it can be used later. Do not access the other side's systems, accounts, or devices, and do not ask anyone to gather material from a competitor. In a first meeting we read the remedies, notice, and forum clauses, assess whether emergency relief is realistic, and weigh the cost of going to court against a cease and desist letter. You should leave knowing which path fits the urgency of what is happening.
