# Non-Competes in Iowa[^about] Iowa non-compete law uses a three-prong common-law reasonableness test, permits judicial reformation through a 'purple pencil' approach, leaves tolling unresolved, carves out narrow industry bans for mental health, health-care staffing, franchise, and UIHC clinical roles, and preserves trade-secret alternatives under chapter 550. ## Are employee non-compete agreements enforceable in Iowa? {#employee-noncompetes} **Short answer.** Yes, when they are reasonable. Iowa has no general employee non-compete statute, so ordinary employment covenants are governed by a common-law reasonableness test that asks whether the restraint protects the employer without overburdening the employee or the public [^q1-revere-three-prong]. Iowa courts do not treat employee non-competes as void per se. The starting point is the Iowa Supreme Court rule restated in *Revere Transducers*: an employment restrictive covenant can be enforced only if it satisfies the three Iowa reasonableness prongs: "(1) Is the restriction reasonably necessary for the protection of the employer’s business; (2) is it unreasonably restrictive of the employee’s rights; and (3) is it prejudicial to the public interest?"[^q1-revere-three-prong] That common-law baseline matters because Iowa has enacted several narrow profession or industry restrictions, but not a statewide ban for all employees. ## What reasonableness test do Iowa courts apply to non-competes? {#reasonableness-test} **Short answer.** Iowa applies a three-prong test, and the employer bears the burden. The covenant must be reasonably necessary to protect the business, not unreasonably restrictive of the employee, and not prejudicial to the public interest [^q2-lamp-three-prong][^q2-iowa-glass-burden]. The Iowa Supreme Court stated the test directly in *Lamp v. American Prosthetics*, an employee covenant case involving a prosthetics business. "Because this case was tried in equity, our review is de novo. Iowa R.App.P. 4. In deciding whether to enforce a restrictive covenant, the court will apply a three-pronged test: (1) Is the restriction reasonably necessary for the protection of the employer’s business; (2) is it unreasonably restrictive of the employee’s rights; and (3) is it prejudicial to the public interest?"[^q2-lamp-three-prong] The burden does not shift to the former employee. *Iowa Glass Depot* places reasonableness on the party seeking enforcement, and it also frames the analysis as a balance between fair protection for the employer and unnecessary interference with the employee [^q2-iowa-glass-burden]. ## What legitimate business interests can an Iowa non-compete protect? {#legitimate-business-interest} **Short answer.** Customer relationships, employer-specific information, and specialized training can matter, but ordinary competition is not enough. Iowa courts look at customer proximity, information peculiar to the employer, the nature of the business, and the restrained occupation [^q3-revere-factors]. The protectable-interest inquiry is practical. A route salesperson, account manager, specialist, or consultant with close customer ties may present a stronger case than an employee whose work involves common skills, public information, or little customer influence. "Factors we consider in determining the enforceability of a noncompete agreement include the employee’s close proximity to customers, the nature of the business, accessibility to information peculiar to the employer’s business, and the nature of the occupation which is restrained."[^q3-revere-factors] The other side of that rule is equally important. Iowa does not let a covenant suppress the employee's general skill and experience. In *Iowa Glass Depot*, the covenant failed in part because the employee had little specialized training and no trade secrets or exclusive customer list to take [^q3-iowa-glass-general-skill]. *AG Spectrum* shows the same limit in an independent-contractor setting. The Eighth Circuit, applying Iowa law, treated the company's ordinary reseller support and training as not entitled to special protection [^q3-ag-spectrum-support]. ## How long or geographically broad can an Iowa non-compete be? {#time-and-geography} **Short answer.** There is no statutory safe harbor. Iowa evaluates duration, geography, and activity limits case by case, and the Eighth Circuit, applying Iowa law, has predicted that Iowa treats the ultimate enforceability question as one for the court [^q4-ag-spectrum-court-question][^q4-pro-edge-one-year]. The examples are fact-specific. In *Pro Edge*, a federal court applying Iowa law enforced a one-year, 250-mile restriction against a veterinarian whose customer relationships were central to the employer's Montana embryo-transfer business. "Further, the court finds that the covenant not to compete is not unreasonably restrictive in time or area. The non-compete clause does not prevent Dr. Gue from practicing in the field of veterinary medicine, nor even in the specialty of embryo transfer in livestock. It merely prevents him from doing so within 250-miles of a Trans Ova facility, and for only 1 year following his separation from employment."[^q4-pro-edge-one-year] By contrast, *AG Spectrum* held a three-year restraint unreasonable on a record where the independent contractor developed his own customer base and received minimal support from the company [^q4-ag-spectrum-unreasonable]. The same case predicted that Iowa would leave enforceability to the court rather than a jury [^q4-ag-spectrum-court-question]. ## Will an Iowa court fix an overbroad non-compete or void it? {#court-reformation} **Short answer.** Usually it may reform. Iowa rejected a strict all-or-nothing approach and allows partial enforcement to the extent reasonably necessary to protect legitimate interests, unless the facts show bad faith or oppression [^q5-ehlers-reform]. This is Iowa's version of a *purple pencil* rule. In *Ehlers*, the Iowa Supreme Court overruled the prior all-or-nothing rule and adopted partial enforcement for employment covenants. "I. In view of the position we take here, it is unnecessary to discuss these propositions separately. We now overrule Brecher v. Brown (1945), 235 Iowa 627 , 17 N.W.2d 377 , and adopt the rule that unless the facts and circumstances indicate bad faith on the part of the employer, we will enforce noncompetitive covenants to the extent they are reasonably necessary to protect his legitimate interests without imposing undue hardship on the employee when the public interest is not adversely affected."[^q5-ehlers-reform] *Farm Bureau* then applied the rule, narrowing a petroleum delivery covenant to the activities and six-township territory the employee actually served [^q5-farm-bureau-partial]. For a clause-by-clause pass over a specific agreement against these drafting rules, the [Iowa non-compete review checklist](/checklists/non-compete/us/iowa) walks the full covenant suite item by item with each requirement's force level. > [!CAUTION] > **Drafting note.** > > Do not draft an intentionally oppressive covenant and assume a court will rescue it. *Ehlers* expressly preserves a bad-faith limit, and no covenant inserted for reasons other than protecting legitimate employer interests should be enforced in equity [^q5-ehlers-bad-faith]. ## Does an Iowa non-compete period toll or extend during breach or litigation? {#tolling-during-breach} **Short answer.** Iowa has no controlling appellate authority squarely deciding that a non-compete period tolls during breach or enforcement litigation. The closest Iowa doctrine is reformation, which reshapes an overbroad covenant to a reasonable scope; it is not a tolling rule [^q6-ehlers-reform]. A drafted extension-on-breach clause would still have to survive Iowa's ordinary reasonableness test. That means the clause should be analyzed as part of the restraint's duration and practical burden, not assumed valid because Iowa courts can narrow overbroad covenants. *Farm Bureau* illustrates the difference. The court narrowed a covenant to activities, territory, and a fixed two-year period measured from employment termination; it did not announce any rule adding time back for breach or litigation delay [^q6-farm-bureau-fixed-period]. > [!CAUTION] > **Drafting note.** > > Treat tolling as an open Iowa issue. A clause that extends the restricted period during breach or litigation should be drafted as a defined, reasonable term and defended under the three-prong test, because Iowa reformation cases support narrowing unreasonable restraints, not automatically extending them [^q6-ehlers-reform][^q6-farm-bureau-fixed-period]. ## Are Iowa non-solicitation and no-business covenants treated like non-competes? {#non-solicitation-no-business} **Short answer.** Generally yes. Iowa analyzes non-solicitation, no-business, and similar post-employment restraints under the same reasonableness framework, scrutinizing whether the restricted activities and territory exceed what is necessary to protect the employer [^q7-farm-bureau-activities]. Iowa cases often involve covenants that combine competition bans, customer-contact limits, and solicitation limits. The court's task is to identify what protection is reasonably necessary and what overreaches. "First it appears the activities restricted were more than were necessary for plaintiff’s protection. Defendant was restricted from any ‘ * * * business activity competitive to that of the company * * It would be ample protection for the plaintiff in this case to restrict a former employee only from those activities he undertook during his employment. Similarly defendant was restricted from activity throughout a two county area. It would have sufficed to restrict him from the six townships he worked in. The trial court rightly held the covenant too broad both as to scope and area."[^q7-farm-bureau-activities] So a customer non-solicit or no-business covenant may be easier to defend than a broad no-work covenant, but only when its scope tracks the employer's actual protectable relationships and does not suppress unrelated work. ## Is continued employment enough consideration for an Iowa non-compete? {#consideration} **Short answer.** Generally yes. Iowa decisions treat continued employment for an indefinite period as sufficient consideration to support a covenant not to compete, even when the covenant is signed after employment begins [^q8-farm-bureau-consideration]. This consideration rule does not make the covenant enforceable by itself. It only answers contract formation; the covenant still must satisfy the three-prong reasonableness test. "In Ehlers the contract was not executed until sometime after the employee went to work. The case might be distinguished by the concession in Ehlers that the matter was discussed when the job was undertaken. Ehlers is however authority for the proposition continuing employment for an indefinite period is sufficient consideration to support a covenant not to compete."[^q8-farm-bureau-consideration] *Iowa Glass Depot* says the same thing and then refuses enforcement on reasonableness grounds, showing why consideration and enforceability should be kept separate [^q8-iowa-glass-consideration]. ## Are there Iowa industry-specific non-compete bans? {#industry-specific-bans} **Short answer.** Yes, but they are narrow. Iowa has no general employee non-compete ban, but statutes restrict covenants for licensed mental health professionals, health-care employment agency workers, certain franchise nonrenewal situations, and 2026 UIHC clinical employment contracts [^q9-mental-health-ban][^q9-health-agency-ban][^q9-franchise-nonrenewal][^q9-hf2254-uihc]. The mental-health statute prohibits employers from entering agreements that limit practice location, former-patient contact, or time of practice for licensed mental health professionals, and any provision contrary to the statute is void and unenforceable [^q9-mental-health-ban][^q9-mh-void]. Chapter 135Q bars health-care employment agencies from using noncompetes to restrict agency workers and from charging conversion fees when an agency worker is later hired directly [^q9-health-agency-ban]. Iowa's franchise statute is not a general employee rule. In a market-withdrawal nonrenewal, the franchisor must agree not to enforce a non-compete against the nonrenewed franchisee [^q9-franchise-nonrenewal]. H.F. 2254 is enacted 2026 law of limited reach. It directs the Board of Regents to adopt a policy barring the University of Iowa Hospitals and Clinics from including noncompetes in employment contracts with listed clinical roles; it is not a statewide physician non-compete ban. "Develop a policy that prohibits the university of Iowa hospitals and clinics from including a noncompete clause in an employment contract with an advanced registered nurse practitioner, a licensed practical nurse, a pharmacist, a physician, a physician assistant, or a registered nurse."[^q9-hf2254-uihc] > [!NOTE] > **Practice note.** > > Do not overstate the 2026 UIHC law. H.F. 2254 is limited to specified clinical employment contracts with the university of Iowa hospitals and clinics entered into, extended, or renewed on or after the Act's effective date; it does not ban non-competes for every Iowa physician or health-care employer [^q9-hf2254-effective]. ## How are sale-of-business non-competes treated in Iowa? {#sale-of-business} **Short answer.** More leniently than ordinary employee covenants. Iowa recognizes that a buyer of business goodwill may need broader protection than an employer restraining a wage earner, though the restraint still must be reasonable [^q10-baker-sale-goodwill]. The Iowa Supreme Court drew that distinction in *Baker v. Starkey*. The reason is economic: in a sale of goodwill, the restriction helps preserve what the buyer purchased, and the seller and buyer are usually closer to parity than employer and employee. "In determining the question of reasonableness as to area and time, restrictive stipulations in agreements between employer and employee are not viewed with the same indulgence as such stipulations are between a vendor and vendee of a business and its good will."[^q10-baker-sale-goodwill] The distinction does not eliminate reasonableness review. *Baker* still refused to partially enforce the employee covenant before Iowa later adopted reformation in *Ehlers*, and its core point remains that employee restraints receive closer scrutiny than sale-of-business restraints. ## What trade-secret and NDA tools exist alongside Iowa non-competes? {#trade-secrets-confidentiality} **Short answer.** Iowa chapter 550 remains available for trade secrets, and confidentiality covenants can operate alongside non-competes. Chapter 550 defines trade secrets, authorizes injunctions and damages, allows attorney fees in specified cases, and does not preempt all common-law tort theories involving trade secrets [^q11-trade-secret-definition][^q11-injunctive-relief][^q11-damages][^q11-fees][^q11-brandow-nonpreemption]. The statutory definition focuses on economic value from secrecy and reasonable efforts to maintain secrecy. "‘Trade secret’ means information, including but not limited to a formula, pattern, compilation, program, device, method, technique, or process that is both of the following: a. Derives independent economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by a person able to obtain economic value from its disclosure or use. b. Is the subject of efforts that are reasonable under the circumstances to maintain its secrecy."[^q11-trade-secret-definition] Chapter 550 also provides injunctive relief for actual or threatened misappropriation, damages for actual loss and unjust enrichment, and fee shifting for bad-faith claims, bad-faith injunction termination fights, or willful and malicious misappropriation [^q11-injunctive-relief][^q11-damages][^q11-fees]. Unlike some states, Iowa has not made its trade-secret statute the exclusive route for all related tort claims. In *205 Corp. v. Brandow*, the Iowa Supreme Court held that chapter 550 did not preempt all tort theories involving trade secrets. "Chapter 550 has not preempted all tort theories involving trade secrets."[^q11-brandow-nonpreemption] > [!CAUTION] > **Drafting note.** > > Do not use a non-compete as the only confidentiality tool. If the real concern is secrecy, draft targeted NDA, invention-assignment, and trade-secret provisions, then use chapter 550 remedies where the information meets the statutory definition and secrecy efforts can be proved [^q11-trade-secret-definition][^q11-injunctive-relief]. [^about]: By Steven Obiajulu, J.D. Published by [openagreements.org](https://openagreements.org). Last reviewed 2026-06-02. License: CC BY 4.0. Steven Obiajulu, J.D. is admitted in New York, not Iowa. This article synthesizes Iowa primary law and is not legal advice from a Iowa-admitted attorney. This article is for informational purposes only and does not create an attorney-client relationship. [^q1-revere-three-prong]: **Revere Transducers, Inc. v. Deere & Co.** — "(1) Is the restriction reasonably necessary for the protection of the employer’s business; (2) is it unreasonably restrictive of the employee’s rights; and (3) is it prejudicial to the public interest?" *Revere Transducers, Inc. v. Deere & Co., 595 N.W.2d 751 (Iowa 1999).* [^q2-lamp-three-prong]: **Lamp v. American Prosthetics, Inc.** — "Because this case was tried in equity, our review is de novo. Iowa R.App.P. 4. In deciding whether to enforce a restrictive covenant, the court will apply a three-pronged test: (1) Is the restriction reasonably necessary for the protection of the employer’s business; (2) is it unreasonably restrictive of the employee’s rights; and (3) is it prejudicial to the public interest?" *Lamp v. American Prosthetics, Inc., 379 N.W.2d 909 (Iowa 1986).* [^q2-iowa-glass-burden]: **Iowa Glass Depot, Inc. v. Jindrich** — "The burden of proving reasonableness is upon the employer who seeks to enforce such a covenant." *Iowa Glass Depot, Inc. v. Jindrich, 338 N.W.2d 376 (Iowa 1983).* [^q3-revere-factors]: **Revere Transducers, Inc. v. Deere & Co.** — "Factors we consider in determining the enforceability of a noncompete agreement include the employee’s close proximity to customers, the nature of the business, accessibility to information peculiar to the employer’s business, and the nature of the occupation which is restrained." *Revere Transducers, Inc. v. Deere & Co., 595 N.W.2d 751 (Iowa 1999).* [^q3-iowa-glass-general-skill]: **Iowa Glass Depot, Inc. v. Jindrich** — "An employee cannot be precluded from exercising the skill and general knowledge he has acquired or increased through experience or even instruction while in the employment." *Iowa Glass Depot, Inc. v. Jindrich, 338 N.W.2d 376 (Iowa 1983).* [^q3-ag-spectrum-support]: **AG Spectrum Co. v. Elder** — "In this context, Ag Spectrum’s support resembles the type of support that any reseller would expect to receive. Thus, like ordinary on-the-job training, Ag Spectrum’s training and support is not entitled to special protection." *AG Spectrum Co. v. Elder, 865 F.3d 1088 (8th Cir. 2017).* [^q4-ag-spectrum-court-question]: **AG Spectrum Co. v. Elder** — "For two reasons, we think that the Iowa Supreme Court would hold that the enforceability of a noncompete provision is a question for the court." *AG Spectrum Co. v. Elder, 865 F.3d 1088 (8th Cir. 2017).* [^q4-pro-edge-one-year]: **Pro Edge, L.P. v. Gue** — "Further, the court finds that the covenant not to compete is not unreasonably restrictive in time or area. The non-compete clause does not prevent Dr. Gue from practicing in the field of veterinary medicine, nor even in the specialty of embryo transfer in livestock. It merely prevents him from doing so within 250-miles of a Trans Ova facility, and for only 1 year following his separation from employment." *Pro Edge, L.P. v. Gue, 374 F. Supp. 2d 711 (N.D. Iowa 2005).* [^q4-ag-spectrum-unreasonable]: **AG Spectrum Co. v. Elder** — "Because requiring Elder to forsake the customers that he brought to Ag Spectrum as an independent contractor is unreasonable in the circumstances, we hold that the noncompete provision demanding this result is unenforceable." *AG Spectrum Co. v. Elder, 865 F.3d 1088 (8th Cir. 2017).* [^q5-ehlers-reform]: **Ehlers v. Iowa Warehouse Co.** — "I. In view of the position we take here, it is unnecessary to discuss these propositions separately. We now overrule Brecher v. Brown (1945), 235 Iowa 627 , 17 N.W.2d 377 , and adopt the rule that unless the facts and circumstances indicate bad faith on the part of the employer, we will enforce noncompetitive covenants to the extent they are reasonably necessary to protect his legitimate interests without imposing undue hardship on the employee when the public interest is not adversely affected." *Ehlers v. Iowa Warehouse Co., 188 N.W.2d 368 (Iowa 1971).* [^q5-farm-bureau-partial]: **Farm Bureau Serv. Co. of Maynard v. Kohls** — "The cause is remanded for entry of a decree properly restraining the defendant from competing with plaintiff as provided herein. Said injunction shall restrain defendant from activity competitive to plaintiff in the six townships he served in plaintiff’s employment, shall embrace only the activities defendant undertook in plaintiff’s employment and shall be for a period of two years from the date that employment was terminated." *Farm Bureau Serv. Co. of Maynard v. Kohls, 203 N.W.2d 209 (Iowa 1972).* [^q5-ehlers-bad-faith]: **Ehlers v. Iowa Warehouse Co.** — "No covenant placed in the contract for reasons other than an attempt to protect the employer's legitimate interests should be enforced in equity." *Ehlers v. Iowa Warehouse Co., 188 N.W.2d 368 (Iowa 1971).* [^q6-ehlers-reform]: **Ehlers v. Iowa Warehouse Co.** — "I. In view of the position we take here, it is unnecessary to discuss these propositions separately. We now overrule Brecher v. Brown (1945), 235 Iowa 627 , 17 N.W.2d 377 , and adopt the rule that unless the facts and circumstances indicate bad faith on the part of the employer, we will enforce noncompetitive covenants to the extent they are reasonably necessary to protect his legitimate interests without imposing undue hardship on the employee when the public interest is not adversely affected." *Ehlers v. Iowa Warehouse Co., 188 N.W.2d 368 (Iowa 1971).* [^q6-farm-bureau-fixed-period]: **Farm Bureau Serv. Co. of Maynard v. Kohls** — "The cause is remanded for entry of a decree properly restraining the defendant from competing with plaintiff as provided herein. Said injunction shall restrain defendant from activity competitive to plaintiff in the six townships he served in plaintiff’s employment, shall embrace only the activities defendant undertook in plaintiff’s employment and shall be for a period of two years from the date that employment was terminated." *Farm Bureau Serv. Co. of Maynard v. Kohls, 203 N.W.2d 209 (Iowa 1972).* [^q7-farm-bureau-activities]: **Farm Bureau Serv. Co. of Maynard v. Kohls** — "First it appears the activities restricted were more than were necessary for plaintiff’s protection. Defendant was restricted from any ‘ * * * business activity competitive to that of the company * * It would be ample protection for the plaintiff in this case to restrict a former employee only from those activities he undertook during his employment. Similarly defendant was restricted from activity throughout a two county area. It would have sufficed to restrict him from the six townships he worked in. The trial court rightly held the covenant too broad both as to scope and area." *Farm Bureau Serv. Co. of Maynard v. Kohls, 203 N.W.2d 209 (Iowa 1972).* [^q8-farm-bureau-consideration]: **Farm Bureau Serv. Co. of Maynard v. Kohls** — "In Ehlers the contract was not executed until sometime after the employee went to work. The case might be distinguished by the concession in Ehlers that the matter was discussed when the job was undertaken. Ehlers is however authority for the proposition continuing employment for an indefinite period is sufficient consideration to support a covenant not to compete." *Farm Bureau Serv. Co. of Maynard v. Kohls, 203 N.W.2d 209 (Iowa 1972).* [^q8-iowa-glass-consideration]: **Iowa Glass Depot, Inc. v. Jindrich** — "Thus, while his continued employment served as sufficient consideration for the restrictive covenant, we view Jindrich's gain from the contract to be grossly disproportionate to the injury he would sustain from enforcement of the restrictive covenant." *Iowa Glass Depot, Inc. v. Jindrich, 338 N.W.2d 376 (Iowa 1983).* [^q9-mental-health-ban]: **Iowa Code § 147.161** — "An employer shall not enter into an agreement with a licensed mental health professional that limits the location at which the licensee may practice, prohibits the licensee from contacting for professional services a person previously treated by the licensee, or imposes a time restriction on the practice of the licensee." *Iowa Code § 147.161.* [^q9-health-agency-ban]: **Iowa Code § 135Q.2** — "A health care employment agency shall not do any of the following: (1) Restrict in any manner the employment opportunities of an agency worker by including a noncompete clause in any contract with an agency worker or health care entity. (2) In any contract with an agency worker or health care entity, require payment of liquidated damages, employment fees, or other compensation if the agency worker is subsequently hired as a permanent employee of the health care entity." *Iowa Code § 135Q.2.* [^q9-franchise-nonrenewal]: **Iowa Code § 537A.10** — "The franchisor completely withdraws from directly or indirectly distributing its products or services in the geographic market served by the franchisee, provided that upon expiration of the franchise, the franchisor agrees not to seek to enforce any covenant of the nonrenewed franchisee not to compete with the franchisor or franchisees of the franchisor." *Iowa Code § 537A.10.* [^q9-hf2254-uihc]: **2026 Iowa Acts, House File 2254** — "Develop a policy that prohibits the university of Iowa hospitals and clinics from including a noncompete clause in an employment contract with an advanced registered nurse practitioner, a licensed practical nurse, a pharmacist, a physician, a physician assistant, or a registered nurse." *2026 Iowa Acts, House File 2254 (codified at Iowa Code § 262.9(43)).* [^q9-mh-void]: **Iowa Code § 147.161** — "A provision of an agreement entered into between an employer and a licensed mental health professional prior to, on, or after June 1, 2023, that is contrary to this section shall be void and unenforceable." *Iowa Code § 147.161.* [^q9-hf2254-effective]: **2026 Iowa Acts, House File 2254** — "This subsection applies to all employment contracts between an advanced registered nurse practitioner, a licensed practical nurse, a pharmacist, a physician, a physician assistant, or a registered nurse and the university of Iowa hospitals and clinics entered into, extended, or renewed on or after the effective date of this Act." *2026 Iowa Acts, House File 2254 (codified at Iowa Code § 262.9(43)).* [^q10-baker-sale-goodwill]: **Baker v. Starkey** — "In determining the question of reasonableness as to area and time, restrictive stipulations in agreements between employer and employee are not viewed with the same indulgence as such stipulations are between a vendor and vendee of a business and its good will." *Baker v. Starkey, 144 N.W.2d 889 (Iowa 1966).* [^q11-trade-secret-definition]: **Iowa Code § 550.2** — "‘Trade secret’ means information, including but not limited to a formula, pattern, compilation, program, device, method, technique, or process that is both of the following: a. Derives independent economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by a person able to obtain economic value from its disclosure or use. b. Is the subject of efforts that are reasonable under the circumstances to maintain its secrecy." *Iowa Code § 550.2.* [^q11-injunctive-relief]: **Iowa Code § 550.3** — "The owner of a trade secret may petition the district court to enjoin an actual or threatened misappropriation." *Iowa Code § 550.3.* [^q11-damages]: **Iowa Code § 550.4** — "Damages may include the actual loss caused by the misappropriation, and the unjust enrichment caused by the misappropriation which is not taken into account in computing the actual loss." *Iowa Code § 550.4.* [^q11-fees]: **Iowa Code § 550.6** — "The court may award actual and reasonable attorney fees to the prevailing party in an action under this chapter if any of the following is applicable: 1. A claim of misappropriation is made in bad faith. 2. A motion to terminate an injunction is made or resisted in bad faith. 3. A person acts willfully and maliciously in the misappropriation." *Iowa Code § 550.6.* [^q11-brandow-nonpreemption]: **205 Corp. v. Brandow** — "Chapter 550 has not preempted all tort theories involving trade secrets." *205 Corp. v. Brandow, 517 N.W.2d 548 (Iowa 1994).*