As we are in the 3D Printing business, it’s common for us to be asked by new customers to sign an NDA prior to sending their CAD files. Having worked with 3D Prototype Design now in my 17th year I’ve personally viewed multiple NDA’s, have experienced and found a few common mistakes I think are worth sharing in writing and expanded on in this video. Please keep in mind I’m not a lawyer, so be sure to consult with a lawyer on your NDA.
What is an NDA?
There are legal agreements that can help you protect the knowledge of your idea with those you choose to share with. They are commonly known as a Non-Disclosure Agreement (NDA) or a Confidentiality Agreement.
This type of agreement or contract, is typically signed by 2 parties (companies or individuals) when one party will be sharing proprietary information (intellectual property, your idea), and the other party will be agreeing to keep that information in whole or in part, confidential. It is the responsibility of the inventor or company to supply the document they are most comfortable with, as it is their intellectual property that would require protecting.
As it is considered a contract, the level of protection you receive is dependent on how your agreement is worded, the details included and execution. Again, when it comes to legal protection, it’s recommended that you seek out appropriate legal counsel to ensure you are as protected as possible.
If you want an NDA signed, then you want to protect your idea. If you don’t have a proper NDA, then you may be adding little to no legal protection thus defeating the purpose of having an NDA signed at all.
In addition to a few basic details such as the names of each party involved, date, illustration or images and space for signatures, the NDA will also outline specifics as to the confidential material/ information that is not to be shared or ‘disclosed’ to anyone else once revealed, for a specified period of time. In other words, those who have signed your NDA are legally agreeing to what is written in your contract.
Here’s Why Avoiding 4 of the 5 Mistakes are so critical…
An NDA is considered to be a legally binding contract if executed properly, however it’s important to note that there is the possibility of legal loopholes impacting any agreement. No NDA is guaranteed to be 100% air tight, much like any other contract or even a patent for that matter. In addition, it would be your legal responsibility to defend your NDA by initiating and paying for all legal costs associated on your end, much like a patent.
5 Common NDA Mistakes to avoid (expanded on in the video)
1. Unnecessary requesting for NDA to be signed (just to get basic information, you don’t have to share all your specific details to get the answers you need)
2. Asking for a Blank or Generic NDA agreement (you want to protect your idea, why would you want someone else to write it, potentially in their favor?)
3. Using someone else’s NDA off the internet (changing what you ‘think’ you need to change)
4. Sending inaccurate NDA’s (wrong dates, including the name of last company you filled out the form for, leaving out vital details — weakening the value of your NDA)
5. Leaving out simple but critical details (having a proper NDA, equates to a stronger layer of protection)
If you are going to be asking for an NDA to be signed then you want to legally protect your idea/intellectual property, so do it right.