Facts:
In response to the rigors of hanging drywall in the 1970s, Robert Kopras, a carpenter in Cross Plains, Wis., invented a drywall cutting tool and then later formed the plaintiff company plaintiff Roto Zip Tool Corp.
Korpas alleged that his invention allowed the user to rapidly and accurately cut any shape opening in a piece of drywall. Korpas used a specially designed bit that rotated at 30,000 revolutions per minute and sliced the material, rather than using a conventional saw that ripped the material, which shortened the time required to cut an opening in a piece of drywall.
In 1976, Kopras started Roto Zip in the basement of his house and sold the tool via direct mail to contractors that he found by searching the Yellow Pages. As business improved, Roto Zip began to sell its cut-out tool to local hardware stores near his home.
By 1995, Roto Zip sales had grown to approximately $3.5 million, and continued the development of its cut-out tool by adding a handle that enabled a user to slice freehand through various materials such as wood, laminate and tile, which became known as a spiral saw. During that time, Mike Clancy, a veteran in the tool industry, joined Roto Zip to create and manage a business plan.
In 1996, Roto Zip sold its spiral saws to national outfits such as Sears, Home Depot and Lowe's, as well as QVC and the Home Shopping Network.
Roto Zip alleged that in 1997, Sears approached Roto Zip about manufacturing a spiral saw under Sears' private label brand Craftsman. Roto Zip declined because its marketing strategy at the time was to build the brand equity solely under the Roto Zip name for another year.
In February 1998, Roto Zip had several meetings with Sears to produce a spiral saw to be sold exclusively at Sears but still under the Roto Zip name. This became known as the "Roto Zip LE" which Sears introduced in 1999 at a $99 retail sales price, and was sold with a carrying case, a circle cutter and other various bits. At the end of 1998, Roto Zip's sales grew to approximately $50 million.
On March 2, 1999, Roto Zip met with Ray Holbrook, Sears' U.S. buyer for portable buyer tools discuss the possibility of manufacturing tools for Sears under the Craftsman brand. Roto Zip proposed a cutout tool to Sears, along with a series of accessories. The cutout tool itself, and all but one of the accessories, was already well known in the power tool industry. One of the accessories that Roto Zip showed Sears was a plunge base accessory. Roto Zip brought a confidentiality agreement to the meeting, and everyone agreed that the disclosure would be confidential,to the extent that anything disclosed was not already known to the public.
On March 11, Sears signed a non-disclosure agreement (NDA) with Roto Zip, which confirmed that "the receiving party shall have no obligation to preserve the confidential nature of any Confidential Information which...is or becomes available to any member of the public by other than unauthorized disclosure, or...was or is independently developed by the receiving party or any of its sources or affiliates."
Discussions between Roto Zip and Sears with respect to the proposed cutout tool broke down over the price point issue. As a result,Roto Zip did not manufacture a cutout tool for Sears. Roto Zip eventually sold the plunge base accessory under its own brand name.
In 1999 and 2000, Ralph Jones was the power tool buyer for Sears Canada who had contact with Holbrook and Steven Fong of Choon Nang, a Chinese tool manufacturer. In late 1999, Jones and Fong discussed a Choon Nang-manufactured cutting tool similar to the Roto Zip Spiral Saw for sale in North America. Jones and Fong later discussed accessories for Choon Nang's tool. One of several accessories that Ralph Jones and Choon Nang discussed was a plunge base accessory. Choon Nang began working on a plunge base accessory in March 2000, and on June 30, 2000, Choon Nang applied for a design patent from the British Patent Office for a particular design of a cutting tool combined with a plunge base accessory. Choon Nang's plunge base accessory neither looked nor operated like the plunge base accessory that Roto Zip showed to Sears in 1999.
In December 2000,Choon Nang presented its cutting tool to Sears through a manufacturer's representative, MSA. Sears expressed interest in the Choon Nang tool, and Choon Nang later presented its accessories to Sears. Sears asked Choon Nang to include several accessories, including the plunge base accessory, in a kit. In October 2001, Sears began selling the Choon Nang tool. The tool itself was eventually named the Sears Craftsman All-in-One Cutting Tool.
Some of the All-in-One Cutting Tool kits included, among other accessories, a plunge base accessory. Roto Zip had begun selling its own plunge base accessory in August 2001, about two months prior to Sears' first sale of a plunge base accessory for the All-in-One Cutting Tool.
Roto Zip alleged that Holbrook of Sears disclosed the combination tool concept, a trade secret, to Jones of Sears Canada subsequent to the March 2, 1999, meeting in violation of the NDA.
Roto Zip, operating as RRK Holding Co., sued Sears Roebuck & Co for breach of contract, misappropriation of trade secrets and unjust enrichment. In 2003, Roto Zip changed its name to RRK and was forced to sell most of its assets, including its name, to Bosch Inc.
Plaintiff's counsel argued that Sears breached its obligations under the parties' NDA by reproducing, incorporating and using Roto Zip's confidential and proprietary information of the combination spiral saw/plunge router product which the NDA specifically prohibited. Plaintiff's counsel argued that Roto Zip was damaged by Sears by losing a substantial amount of business of the Roto Zip spiral saw plunge base router combination tool and prevented Roto Zip from effectively introducing its new generation spiral saw/router combination tool.
Plaintiff's counsel contended that Sears misappropriated the trade secrets within the meaning of the Illinois Trade Secrets Act by using confidential information and having its All in One Cutting Tool manufactured in China and sold at Sears. The misappropriation of Roto Zip's trade secrets by Sears was willful and malicious, plaintiff's counsel argued.
Plaintiff's counsel further argued that RRK suffered loss of exclusive ownership of its trade secrets and the marketplace of its Roto Zip from Sears' use and exploitation of its trade secrets.
Sears denied the allegations. Defense counsel contended that Roto Zip's "Spiral Saw" was nothing more than a small router, and that Roto Zip had admitted as much on several occasions, under oath, in filings with the U.S. Patent and Trademark Office. Sears also contended that plunge base accessories were well known in the industry for all router-type tools. Sears contended that even a cursory comparison of the two plunge base accessories revealed that their look, performance and structure were nothing alike, and that Roto Zip's trade secret, if any, was limited to its single-handled, single-post design.
Michael O'Banion, the defense's power tool expert, opined that the Rotor Zip was not a trade secret, and that the concept of the plunge base accessory was within general skill and knowledge of the power tool industry as of 1999.
Sears also contended that Jones and Choon Nang were third parties who independently developed their tool. Jones was an avid woodworker and had decades of experience in the power tool industry, and was familiar with the plunge base accessories already available on the marketplace, argued defense. Sears contended that there was nothing unusual about Jones suggesting a plunge base accessory to Choon Nang, especially given the number of power tool having plunge base accessories that Jones was actually selling at Sears Canada. Sears also contended that its plunge base accessory was nearly identical to these other, two-post, two-handle plunge base designs, which further showed that a plunge base accessory was not a trade secret and also explained how Jones had so easily come up with the concept.
Sears argued that consumers purchased its tool because of the low price, and that there was no evidence that consumers even cared that the tool came with a plunge base accessory. Sears also argued that Roto Zip's reduced sales were the result of its own decision to cut back advertising for its tools, of a product recall involving handles, which fell off of the tool, and of competition from other competitors such as Black & Decker, DeWALT and Dremel Craig Elson, the defense economics expert, opined that the plaintiff's loss profits and unjust enrichment calculations were not supported by evidence, and that it was inappropriate to award RRK for unjust enrichment or loss profits.
Catherine Lawton, the defense economics expert, testified that since the plaintiff couldn't be awarded for loss profits or unjust enrichment, RRK could only claim reasonable royalty, which she provided an analysis for $600,000.

EXPERT WITNESSES:

Plaintiff: Joseph Gemini , C.P.A.; Economics; Chicago, IL

Defendant: Catharine M. Lawton; Economics; Chicago, IL Craig T. Elson; Economics; Chicago, IL Michael O'Banion; Power Tools; Westminster, MD

ATTORNEYS:

Plaintiff: Lee F. Grossman ; Grossman Law Offices; Chicago, IL (RRK Holding Co.); Mark M. Grossman ; Grossman Law Offices; Chicago, IL (RRK Holding Co.); Jeffrey Mark Drake ; Grossman Law Offices; Chicago, IL (RRK Holding Co.)

Defendant: Mark R. Galis ; Greenberg Taurig, LLP; Chicago, IL (Sears Roebuck & Co.); Jeffrey G. Mote ; Greenberg Taurig, LLP; Chicago, IL (Sears Roebuck & Co.); Cameron M. Nelson ; Greenberg Taurig, LLP; Chicago, IL (Sears Roebuck & Co.); Richard D. Harris; Greenberg Taurig, LLP; Chicago, IL (Sears Roebuck & Co.)

JUDGE: David H. Coar