Homework Exercise 2 Question

Verna is a software engineer who has worked for Trail Mix Ltd for the past 10 years. She started as a trainee engineer after graduating from MONA University and has now become the Managing Director of Software Research and Development Department. She reports directly to the Managing Director and Trail Mix Ltd Board of Directors.

In this role she has developed specialist software solutions for Trail Mix Ltd clients that include multinational and small companies in specialist industries such as; geophysics, mining, robotics, and manufacturing. Trail Mix Ltd's multinational clients, who are listed on the stock exchange, are able to be found through searches of the publicly available information in company annual reports at ASIC, but the smaller firms do not disclose who produced their software in their annual documents.

Trail Mix Ltd developed a reputation as being able to solve tricky software problems for product manufacture where generic software solutions were inappropriate. Verna has been directly involved in the development of this specialist software solutions that were licenced to Trail Mix Pty Ltd clients.Many of the ideasused as solutions have been developed from her knowledge and skills developed over 10 years of work with Trail Mix Ltd and from her studies as a software engineer.

Trail Mix Ltd has a dedicated building for their software engineers, with security swipe access, retinal scans, and Okta verification before entry is approved. Only the software team and the Managing Director and Board of Trail Mix Ltd, have access to the software research office.

Pest Control Ltd, a competing software firmapproaches Verna and makes an offer for her to join their software team. Pest Control Ltd suggested she bring with her a list of clients she believes are special to her and any software projects she is working on this would enable a more satisfactory integration of her into their team and prevent her wasting time on new ventures.

Verna accepts the job offer. As soon as she makes the decision to accept the new position at Pest Control Ltd, Fatima a first year intern, noticed Verna copying documents, and information onto a flash drive before she leaves the employ of Trail Mix Ltd. Veran leaves Trail Mix Ltd for Pest Control Ltd. An electronic audit conducted after Verna left indicates that she has copied at least 50specialist programs, but no records of client lists.

Pest Control Ltd commences offering specialist software services to clients of Trail Mix Ltd within seven days of Verna commencing work at Pest Control Ltd.These specialist software programs compete directlywith the software that Verna produced at Trail Mix Ltd for these clients.

Explain to Trail Mix Ltd, whether Vera and Pest Control Ltd breached an equitable duty of confidenceto Trail Mix Ltd in relation to the software programs and client lists. Do not discuss or raise arguments that relate to restraint of trade, or breach of express or implied terms in any contract of employment that Verna may have had with Trail Mix Ltd. These arguments are not relevant to this question.