This NDA business seems far more prevalent in the US than in Europe. I've only been asked to sign an NDA at one place I worked at for several years. After refusing they just let the idea go and I didn't hear of the NDA ever again.
Why I'm not going to sign an NDA
21–30 of 49 posts
Re: Why I'm not going to sign an NDA
#22Neither did Mrs Kildall. Just saying ;-)
Re: Why I'm not going to sign an NDA
#23Earlier quoted context omitted.
There's no point in me having you sign an NDA if I don't plan to sue you should you violate it. I'm asking you to sign a document so I can sue you later. What do you get in return? This guy says he's giving out free advice to strangers, expecting nothing in return. There's very little upside for him. So why should he take the risk, how would it benefit him?
I think your interpretation of "sign a document so I can sue you later" is pretty inaccurate. Someone is disclosing an idea and wants to protect themselves in case you decide their idea is worth implementing. I don't think it's an unrealistic request. Furthermore, most NDAs I've seen don't really protect much of anything. The downside of saying 'no' is that you will never (or rarely) have them as a potential client.…
It's called a "non disclosure" agreement not a non compete agreement. What you're signing up for is "I won't disclose your content to a third party" So it's fraught with risk. You have to take that conversation and bottle it away and not mention it for 3-5 years to anyone else in case they think it's a good idea and pivot or start a company to go do that.
You sign that agreement, have one coffee, never hear from the guy again. Two years later you join on as an advisor to a company that does something similar to that startup and they're claiming you must be disclosing what you learned from them to this new startup! Far fetched but if you sign 20 - 30 NDA's a year because you're actively helping people you will get bit on the butt but some neurotic founder at some point.
Re: Why I'm not going to sign an NDA
#24Way back when IBM was a big juicy target for lawsuits, an employee told me IBM doesn't sign NDAs: "We don't want you to disclose anything confidential to us." Because, how the hell would they even keep track of the information status across all those people and projects? Not realistic.
In my experience NDAs aren't practical to enforce and hardly anyone takes them seriously. I've seen them used mostly as a sort of social ritual, much like shaking hands, asking "How are you?", and "Hey, can you keep a secret?".
Re: Why I'm not going to sign an NDA
#25Earlier quoted context omitted.
There's no point in me having you sign an NDA if I don't plan to sue you should you violate it. I'm asking you to sign a document so I can sue you later. What do you get in return? This guy says he's giving out free advice to strangers, expecting nothing in return. There's very little upside for him. So why should he take the risk, how would it benefit him?
I think your interpretation of "sign a document so I can sue you later" is pretty inaccurate. Someone is disclosing an idea and wants to protect themselves in case you decide their idea is worth implementing. I don't think it's an unrealistic request. Furthermore, most NDAs I've seen don't really protect much of anything. The downside of saying 'no' is that you will never (or rarely) have them as a potential client.…
>To make a blanket statement that I'll never sign your NDA ...
Maybe you should actually read what the author wrote. He didn't make a blanket statement. The author refuses to sign an NDA when he is approached for advice about some idea somebody may have. This is perfectly reasonable. Why should he open himself up to liability for giving (free) advice and guidance over coffee?
On the other hand, if he is approached in a more formal setting, such as when he is hired or contracted out by the party, then it would be unreasonable for him to refuse an NDA.
Re: Why I'm not going to sign an NDA
#26Generally speaking, my rule of thumb is that an NDA shouldn't be necessary if you're simply discussing the business. If an idea is so copyable that simply repeating aloud it is dangerous, then you're going to get copied by bigger players as soon as the viability of the idea has been demonstrated. So the company's pretty much hosed anyway. When it comes to basic business and marketing advice, it really limits the valu…
This.
Related: It's incredibly galling when someone wants you to sign an NDA to talk about something on which they have a bullshit patent. Really?? Trade secret XOR patent, please choose.
Re: Why I'm not going to sign an NDA
#27I think this is something where the perception of utility is far different in the startup world that big enterprise. In the enterprise world, where there are too many people with too many complex business relationships to keep track of everything, and too diverse a group of meeting participants to know everything about them, and where you may not be discussing your IP or your business deals but the situations of your own customers or suppliers, an NDA is a no-brainer. It amounts to much the same thing as doctor/patient or attorney/client confidentiality principles and allows free, assumed-secure speech in any environment where all parties present may not otherwise have an appropriate level of trust to be comfortable engaging that way. In my business of contract engineering & manufacturing, we don't create nearly as much internal IP as we handle the IP of our customers. However, we apply our unique processes & systems to achieve the goals of our customers and if we want to discuss how we do that when engaging with potential new customers, we absolutely require NDAs. It doesn't help things that in the EMS industry almost all the big OEMs have contracts with several competing EMS companies (just look at Apple with Foxconn, Samsung and Pegatron, for example... or Dell/HP using both Quanta & Compal... but also using Flextronics, Sanmina, Jabil and Celestica.). It gets messy fast and ensuring legal recourse for accidental or intentional leaks is a necessity.
Re: Why I'm not going to sign an NDA
#28A lot of this seems like mis-communication between a lawyer and a client. It sounds like people have talked to a lawyer. The lawyer says, "you need an NDA to talk with people about your business." The lawyer means for real negotiations about partnerships, etc. He never intends for it to be about semi-casual discussions about ideas. He is not in the tech business. "Talking about your business" to him means specific business strategies, pricing, bid and proposals, etc. And he crafted the NDA to cover these items.
A good alternative to "I'll never sign an NDA" is to counter with your own NDA that properly excludes the obvious. A good NDA, including ones that I have signed from major corporations, exclude information that has been made public in any way or that you hear from a third party. Or material that can be derived from public information.
Re: Why I'm not going to sign an NDA
#29Sure I'll sign your NDA. But then you sign MY NDA before I give you any feedback on your genius idea. Seriously people, WTF?
Re: Why I'm not going to sign an NDA
#30Earlier quoted context omitted.
There's no point in me having you sign an NDA if I don't plan to sue you should you violate it. I'm asking you to sign a document so I can sue you later. What do you get in return? This guy says he's giving out free advice to strangers, expecting nothing in return. There's very little upside for him. So why should he take the risk, how would it benefit him?
I think your interpretation of "sign a document so I can sue you later" is pretty inaccurate. Someone is disclosing an idea and wants to protect themselves in case you decide their idea is worth implementing. I don't think it's an unrealistic request. Furthermore, most NDAs I've seen don't really protect much of anything. The downside of saying 'no' is that you will never (or rarely) have them as a potential client.…
Did you read the article? The author is talking about NDA's from people who want to discuss startup ideas with him, not NDA's from clients or potential clients.