G
George Herold
Guest
John (Larkin), You offered to send me a 'standard' NDA. I wanted to take you up on that. Maybe on dropbox? Or my email (now) is ggherold@gmail.com
Thanks
George H.
Thanks
George H.
Guest
On Tue, 1 Oct 2019 17:55:09 -0700 (PDT), George Herold
<gherold@teachspin.com> wrote:
I'm at home now. I can do it in the morning.
--
John Larkin Highland Technology, Inc
lunatic fringe electronics
<gherold@teachspin.com> wrote:
I'm at home now. I can do it in the morning.
--
John Larkin Highland Technology, Inc
lunatic fringe electronics
B
bitrex
Guest
On 10/1/19 8:55 PM, George Herold wrote:
tangentially anyone know what happens with an NDA if the client company
just "ghosts" you/disappears off the face of the Earth? with no money or
services having been exchanged.
It's somewhat common behavior with small companies and startups run by
"the kids these days" unfortunately; their way of informing you that
they've decided to go in a different direction or cancel the project is
just never respond to emails or phone calls from you, ever again. this
is usually "undefined behavior" in the text of NDAs I have read
tangentially anyone know what happens with an NDA if the client company
just "ghosts" you/disappears off the face of the Earth? with no money or
services having been exchanged.
It's somewhat common behavior with small companies and startups run by
"the kids these days" unfortunately; their way of informing you that
they've decided to go in a different direction or cancel the project is
just never respond to emails or phone calls from you, ever again. this
is usually "undefined behavior" in the text of NDAs I have read
Guest
On Tue, 1 Oct 2019 18:57:28 -0700 (PDT), Steve Wilson
<9fe142ac@gmail.com> wrote:
I'll try to get permission.
--
John Larkin Highland Technology, Inc
lunatic fringe electronics
<9fe142ac@gmail.com> wrote:
I'll try to get permission.
--
John Larkin Highland Technology, Inc
lunatic fringe electronics
S
Steve Wilson
Guest
On Tuesday, October 1, 2019 at 9:36:11 PM UTC-4, jla...@highlandsniptechnology.com wrote:
Any chance to zip it and upload to dropbox? I'm sure others would be interested.
Any chance to zip it and upload to dropbox? I'm sure others would be interested.
M
Martin Brown
Guest
On 02/10/2019 03:23, bitrex wrote:
Be careful that an NDA you haven't paid for may not always protect you.
There are websites that will generate a free one under the law of
England and Wales (and try to sell you extras). It is worth having an IP
lawyer if you invent things or need IP protection of your novel ideas.
Beware that some patent agents can be dodgy and a patent is only worth
having if you have deep enough pockets to defend it.
https://www.lawdepot.co.uk/contracts/non-disclosure-agreement/?loc=GBENG
Tweaking the URL in the obvious way seems to work
https://www.lawdepot.com/contracts/non-disclosure-agreement/?loc=US
(not a recommendation just an observation that these exist)
You are still bound by the terms of what you agreed to.
Many NDA's are pretty useless or become irrelevant once a patent has
been granted (or not). NDA's involving trade secrets are common.
If you intend to patent something you must make people you show it to
sign an NDA before they are told any details of the invention.
--
Regards,
Martin Brown
Be careful that an NDA you haven't paid for may not always protect you.
There are websites that will generate a free one under the law of
England and Wales (and try to sell you extras). It is worth having an IP
lawyer if you invent things or need IP protection of your novel ideas.
Beware that some patent agents can be dodgy and a patent is only worth
having if you have deep enough pockets to defend it.
https://www.lawdepot.co.uk/contracts/non-disclosure-agreement/?loc=GBENG
Tweaking the URL in the obvious way seems to work
https://www.lawdepot.com/contracts/non-disclosure-agreement/?loc=US
(not a recommendation just an observation that these exist)
You are still bound by the terms of what you agreed to.
Many NDA's are pretty useless or become irrelevant once a patent has
been granted (or not). NDA's involving trade secrets are common.
If you intend to patent something you must make people you show it to
sign an NDA before they are told any details of the invention.
--
Regards,
Martin Brown
P
Piotr Wyderski
Guest
George Herold wrote:
> Say is this NDA something I can't share?
I really don't mind, but don't you guys use e-mails for private stuff?
Best regards, Piotr
> Say is this NDA something I can't share?
I really don't mind, but don't you guys use e-mails for private stuff?
Best regards, Piotr
G
George Herold
Guest
On Wednesday, October 2, 2019 at 9:22:10 AM UTC-4, George Herold wrote:
Oh maybe I can add some cover piece that says this is a private NDA and not
to be shared?
GH
Oh maybe I can add some cover piece that says this is a private NDA and not
to be shared?
GH
G
George Herold
Guest
On Tuesday, October 1, 2019 at 9:36:11 PM UTC-4, jla...@highlandsniptechnology.com wrote:
No rush, I'm on Cape Cod till Saturday/Sunday. I'm just fleshing out some
type of response.
Say is this NDA something I can't share? I was thinking I might
append it to a letter. But if that is verboten, well I wouldn't do
it. :^)
George H.
No rush, I'm on Cape Cod till Saturday/Sunday. I'm just fleshing out some
type of response.
Say is this NDA something I can't share? I was thinking I might
append it to a letter. But if that is verboten, well I wouldn't do
it. :^)
George H.
M
Michael Kellett
Guest
On 02/10/2019 01:55, George Herold wrote:
reasonable to completely daft.
Most seem to include conditions that are broken almost immediately or
are unenforceable.
I've never heard of successful action under an NDA except when backed up
by huge amounts of cash for litigation.
Things to watch out for:
expiry - should be a time limit and a "when it gets in the public domain"
mutual - it should cover both parties (unless v. good reason not to)
reason - certainly under UK law it seems necessary to set out a reason
for it's existence.
It should deal with liquidation and sale/takeover etc of the parties
involved.
Silly requirements that I've seen:
Records kept of all information transferred - sometimes demanding lists
as it's done - I've never had a client who actually did this, but
several with it in the NDA.
Return of all info and copies on demand - certainly I don't have a way
of purging notebook pages or trawling through terrabytes of computer
backup data.
I've given up worrying about NDAs- unless really stupid terms I'll sign
them if I have to , I never initiate them and would expect no benefit at
all if I did.
(I'm not a lawyer - this is just based on experience and observation.)
MK
---
This email has been checked for viruses by AVG.
https://www.avg.com
I've seen NDAs from large organisations that are anything from fair and
reasonable to completely daft.
Most seem to include conditions that are broken almost immediately or
are unenforceable.
I've never heard of successful action under an NDA except when backed up
by huge amounts of cash for litigation.
Things to watch out for:
expiry - should be a time limit and a "when it gets in the public domain"
mutual - it should cover both parties (unless v. good reason not to)
reason - certainly under UK law it seems necessary to set out a reason
for it's existence.
It should deal with liquidation and sale/takeover etc of the parties
involved.
Silly requirements that I've seen:
Records kept of all information transferred - sometimes demanding lists
as it's done - I've never had a client who actually did this, but
several with it in the NDA.
Return of all info and copies on demand - certainly I don't have a way
of purging notebook pages or trawling through terrabytes of computer
backup data.
I've given up worrying about NDAs- unless really stupid terms I'll sign
them if I have to , I never initiate them and would expect no benefit at
all if I did.
(I'm not a lawyer - this is just based on experience and observation.)
MK
---
This email has been checked for viruses by AVG.
https://www.avg.com
R
Rick C
Guest
On Wednesday, October 2, 2019 at 11:15:16 AM UTC-4, Phil Hobbs wrote:
The expiration date on NDAs are not about when you can disclose the information unless it specifically says that which is rare. Usually they are in force until specifically released by the company holding the information. The expiration typically is the end of the contract for proving new information that would be covered. So once the contract expires new information should not be provided until a new agreement is signed.
Of course it all depends on the wording, but it would be counter productive for a company to set a time limit on their trade secrets when there is no need to.
--
Rick C.
- Get 2,000 miles of free Supercharging
- Tesla referral code - https://ts.la/richard11209
The expiration date on NDAs are not about when you can disclose the information unless it specifically says that which is rare. Usually they are in force until specifically released by the company holding the information. The expiration typically is the end of the contract for proving new information that would be covered. So once the contract expires new information should not be provided until a new agreement is signed.
Of course it all depends on the wording, but it would be counter productive for a company to set a time limit on their trade secrets when there is no need to.
--
Rick C.
- Get 2,000 miles of free Supercharging
- Tesla referral code - https://ts.la/richard11209
P
Phil Hobbs
Guest
On 10/1/19 10:23 PM, bitrex wrote:
It stays in force until the expiry date, if any. I don't sign NDAs that
make my work product their confidential info, and especially not ones
that would make my existing knowledge theirs. Of course I wouldn't sell
the exact same design to somebody else, but they're benefiting from
knowledge gained on previous projects, and I need to be able to keep
doing that.
Cheers
Phil Hobbs
--
Dr Philip C D Hobbs
Principal Consultant
ElectroOptical Innovations LLC / Hobbs ElectroOptics
Optics, Electro-optics, Photonics, Analog Electronics
Briarcliff Manor NY 10510
http://electrooptical.net
http://hobbs-eo.com
It stays in force until the expiry date, if any. I don't sign NDAs that
make my work product their confidential info, and especially not ones
that would make my existing knowledge theirs. Of course I wouldn't sell
the exact same design to somebody else, but they're benefiting from
knowledge gained on previous projects, and I need to be able to keep
doing that.
Cheers
Phil Hobbs
--
Dr Philip C D Hobbs
Principal Consultant
ElectroOptical Innovations LLC / Hobbs ElectroOptics
Optics, Electro-optics, Photonics, Analog Electronics
Briarcliff Manor NY 10510
http://electrooptical.net
http://hobbs-eo.com
R
Rick C
Guest
On Wednesday, October 2, 2019 at 12:00:17 PM UTC-4, bitrex wrote:
If the company no longer exists, someone must have acquired the assets. That would be who could release you. But who cares? The point was to prevent you from divulging company secrets and there is no reason why you would want to do that at any time - is there?
It doesn't stop you from working on similar designs for other companies. The other company can share with you their work. You can design whatever you want for them. You just can't tell them anything about the other design.
Where the line is between "stealing" their work and you simply creating a new work is the subject of law suits and you should treat it accordingly.
--
Rick C.
+ Get 2,000 miles of free Supercharging
+ Tesla referral code - https://ts.la/richard11209
If the company no longer exists, someone must have acquired the assets. That would be who could release you. But who cares? The point was to prevent you from divulging company secrets and there is no reason why you would want to do that at any time - is there?
It doesn't stop you from working on similar designs for other companies. The other company can share with you their work. You can design whatever you want for them. You just can't tell them anything about the other design.
Where the line is between "stealing" their work and you simply creating a new work is the subject of law suits and you should treat it accordingly.
--
Rick C.
+ Get 2,000 miles of free Supercharging
+ Tesla referral code - https://ts.la/richard11209
B
bitrex
Guest
On 10/2/19 11:15 AM, Phil Hobbs wrote:
There are occasionally start-up-type clients who start out with what
seems like a good-faith relationship, have you sign some work
agreements, pump you for information a bit under the guise of
"requirement discussion", and then bail out figuring that yeah we
breached the work-order portion of the contract but you're not going to
sue us over eight op-amps and a four-figure job.
They're right, of course, getting burned sometimes is a cost of doing
business as a freelancer, in any discipline even graphic design. That
putting some op-amps together in such a way that they accomplish
something of value is such a rare skill apparently that some of The Kids
These Days would be enticed to cheat to figure out how to do it is
almost flattering.
I have a buddy from ART SCHOOL who now works for a certain big-name
company that makes drawings about super-heroes in books that people like
to read. there are several works he did as a freelance designer years
ago that became so popular they've popped up on so many t-shirts and
coffee mugs and random kitsch from all sorts of companies both Chinese
and domestic that never cared a bit about copyright, that he has
entirely given up on trying to sue anyone, he just keeps a
"flattery-file" of spin off designs of his work each time he sees a new one.
There are occasionally start-up-type clients who start out with what
seems like a good-faith relationship, have you sign some work
agreements, pump you for information a bit under the guise of
"requirement discussion", and then bail out figuring that yeah we
breached the work-order portion of the contract but you're not going to
sue us over eight op-amps and a four-figure job.
They're right, of course, getting burned sometimes is a cost of doing
business as a freelancer, in any discipline even graphic design. That
putting some op-amps together in such a way that they accomplish
something of value is such a rare skill apparently that some of The Kids
These Days would be enticed to cheat to figure out how to do it is
almost flattering.
I have a buddy from ART SCHOOL who now works for a certain big-name
company that makes drawings about super-heroes in books that people like
to read. there are several works he did as a freelance designer years
ago that became so popular they've popped up on so many t-shirts and
coffee mugs and random kitsch from all sorts of companies both Chinese
and domestic that never cared a bit about copyright, that he has
entirely given up on trying to sue anyone, he just keeps a
"flattery-file" of spin off designs of his work each time he sees a new one.
B
bitrex
Guest
On 10/2/19 12:05 PM, bitrex wrote:
Correspondence that has proprietary info in it, I should say.
Correspondence that has proprietary info in it, I should say.
B
bitrex
Guest
On 10/2/19 12:00 PM, bitrex wrote:
The couple times it has happened I just destroy all the documents and/or
samples associated with their project, wipe any email correspondence and
put the NDA in my files and forget about them.
Without any further guidance from the client as to a de-facto
end-of-contract behavior on my part it seems like cheap insurance.
The couple times it has happened I just destroy all the documents and/or
samples associated with their project, wipe any email correspondence and
put the NDA in my files and forget about them.
Without any further guidance from the client as to a de-facto
end-of-contract behavior on my part it seems like cheap insurance.
B
bitrex
Guest
On 10/2/19 11:29 AM, Rick C wrote:
So if the terms of a particular NDA state the company has to release you
but it's impossible to contact that company to discuss the NDA I guess
they are in force forever. /shrug
So if the terms of a particular NDA state the company has to release you
but it's impossible to contact that company to discuss the NDA I guess
they are in force forever. /shrug
B
bitrex
Guest
On 10/2/19 12:26 PM, Rick C wrote:
Nope
That makes sense
Nope
That makes sense
J
John Larkin
Guest
On Tue, 1 Oct 2019 17:55:09 -0700 (PDT), George Herold
<gherold@teachspin.com> wrote:
Here is our starting-point NDA.
https://www.dropbox.com/s/b924j4e9jbbven2/NDA%20Draft%20-2%20.docx?dl=0
This has been mangled by multiple lawyers, and other companies usually
sign this, sometimes with minor revs. It's pretty much the standard
Silicon Valley NDA.
We have had some legal doings with a giant company who signed this
basic form when they needed stuff badly. They later discovered that we
take it seriously.
One trick companies will do is to sign the NDA, let you do a lot of
work for them, show them how it's done, and then do a big prior-art
search to justify stealing the designs. I could name names. About all
you can do then is walk away and concentrate on working with people
who have ethics.
Clue: if their engineers look eager to do it themselves, they probably
will.
<gherold@teachspin.com> wrote:
Here is our starting-point NDA.
https://www.dropbox.com/s/b924j4e9jbbven2/NDA%20Draft%20-2%20.docx?dl=0
This has been mangled by multiple lawyers, and other companies usually
sign this, sometimes with minor revs. It's pretty much the standard
Silicon Valley NDA.
We have had some legal doings with a giant company who signed this
basic form when they needed stuff badly. They later discovered that we
take it seriously.
One trick companies will do is to sign the NDA, let you do a lot of
work for them, show them how it's done, and then do a big prior-art
search to justify stealing the designs. I could name names. About all
you can do then is walk away and concentrate on working with people
who have ethics.
Clue: if their engineers look eager to do it themselves, they probably
will.
B
bitrex
Guest
On 10/2/19 1:49 PM, John Larkin wrote:
It happens and unless the job is heading towards mid five figures
there's not much to do but write it off. I rarely have any work that
pays that much so far.
In the 21st century there are online avenues both for contract
work/employment and for just contracting to do tutoring/general
education. If someone seems super-eager to do it themselves then there
is no reason not to just acknowledge that and re-direct to the proper
department, they often accept.
You can charge hourly for just talking, which while perhaps not quite as
well-paid or as emotionally satisfying as designing something, is pretty
easy money. Sometimes they decide they'd rather you do something once
they fully realize it's beyond them so it turns out into being an
elongated pitch session, but you get paid for it.
It happens and unless the job is heading towards mid five figures
there's not much to do but write it off. I rarely have any work that
pays that much so far.
In the 21st century there are online avenues both for contract
work/employment and for just contracting to do tutoring/general
education. If someone seems super-eager to do it themselves then there
is no reason not to just acknowledge that and re-direct to the proper
department, they often accept.
You can charge hourly for just talking, which while perhaps not quite as
well-paid or as emotionally satisfying as designing something, is pretty
easy money. Sometimes they decide they'd rather you do something once
they fully realize it's beyond them so it turns out into being an
elongated pitch session, but you get paid for it.