## Facts

- Sigma Chemical Co., a Missouri-based seller and manufacturer of specialized laboratory chemicals, relied on accumulated vendor and product information to identify suppliers capable of providing specific chemicals at required quality and price.
- Sigma maintained confidential product and vendor files containing supplier identities, quality assessments, pricing, delivery and reliability data, and evaluative judgments developed over decades.
- Foster Harris worked in Sigma’s purchasing function, had extensive access to these confidential files, and signed an agreement prohibiting (1) employment with a competitor for two years after leaving Sigma and (2) disclosure of Sigma’s confidential information after employment.
- While still employed at Sigma, Harris accepted employment with ICN Pharmaceuticals, a direct competitor, and misrepresented his future employment plans to Sigma.
- After joining ICN, Harris used and disclosed Sigma’s confidential supplier/product information to benefit ICN.
- Sigma sued for injunctive relief to stop Harris’s competitive employment and to prevent further use or disclosure of Sigma’s trade secrets and confidential information.

## Issues

1. Whether Sigma’s product and vendor files constituted protectable trade secrets or confidential information under Missouri law.
2. Whether the two-year post-employment covenant not to compete was reasonable and enforceable, including without an express geographic limitation.
3. Whether Sigma was entitled to injunctive relief barring Harris’s competitive employment and restraining use or disclosure of Sigma’s trade secrets, and the proper scope of such relief.

## Decision

- The court found Sigma’s product and vendor information constituted protectable trade secrets and confidential information.
- The court held Harris breached both the non-compete and confidentiality provisions by taking employment with a direct competitor within the restricted period and by using/disclosing Sigma’s confidential information.
- The court granted injunctive relief, including an order restricting Harris’s employment with ICN for the defined non-compete period and prohibiting use or disclosure of Sigma’s trade secrets and confidential information.
- The court concluded Sigma faced irreparable harm with no adequate remedy at law and that the balance of hardships favored Sigma.

## Legal Principles

- Under Missouri law, an employer’s accumulated, non-public vendor/product information—especially evaluative data on supplier capability, quality, and price developed through substantial effort—may qualify as a trade secret when it provides competitive value and is subject to reasonable secrecy measures.
- Employment covenants not to compete are enforceable to the extent they are reasonable in duration and scope and are necessary to protect legitimate interests such as trade secrets and confidential information.
- A restrictive covenant lacking an express geographic limitation may still be reasonable as applied where the restraint is tied to work for a competitor in a specialized market and is aimed at preventing exploitation of protected information.
- Injunctive relief is appropriate where threatened or actual use/disclosure of trade secrets would cause irreparable harm not readily measurable in damages, and where equitable factors (including balance of hardships and public interest) favor enforcement.

## Conclusion

The court treated Sigma’s vendor and product files as protectable trade secrets, enforced Harris’s two-year non-compete and ongoing confidentiality obligations, and issued injunctive relief to prevent continued competitive employment and further use or disclosure of Sigma’s confidential information.


Sigma Chemical Co. v. Harris, 605 F. Supp. 1253 (E.D. Mo. 1985)