When looking at app and software development, the hiring party needs to consider using an NDA (non-disclosure agreement). An NDA can be waivered or be something you ask for when someone works on a project for you.
If you decide an NDA is needed, you will want to find an adequate approach to requesting one. If you forgo asking for an NDA all together, you may jeopardise the success of your app, prior to it’s launch.
Key Elements of an NDA
Although some non-disclosure agreements are several pages long, this does not always have to be the case.
See below the key elements of a basic NDA document:
- Identify the parties involved (for example your organisation and sub- contractors).
- Detail what information should stay confidential (for example, information about your individual algorithm should not be shared with anyone).
- Describe the range of the confidentiality obligation.
- Title the information that is excluded from the confidential data.
- Note down terms of agreement (for example what will happen if the data is shared).
See below the six reasons why and when you should be asking for NDAs.
Reasons for an NDA
Reason 1. Protecting the originality of method.
Assuming you are at the stage of discussion, whereby you are transitioning from basic talk about your ideas to discussing particular methods of how you will do things, you should be requesting an NDA. Ideas are not covered under the copyright protection. However, you can protect your particular methodology using an NDA.
If you wish to keep your ideas confidential, try not to discuss them much with others, including your developer. When you begin exploring the “how tos” obtain an NDA. If you begin sharing specific documentation and data, again it is at this point you will need an NDA.
Reason 2. Working with independent contractors and vendors.
When considering using the services of individuals outside your company, like independent contractors or vendors, it is advisable to request a signed NDA.
An NDA can be signed and kept on file. This will protect you immediately and in the long run. On the other hand, if you are seeking to work with individuals who will be funding your project or business, requesting an NDA may not be ideal. Several investors dislike NDAs so test the water first. It may be a good idea to forgo one.
If you are unsure whether they will take your idea and run with it, without you, then think about using a non-compete clause (NCC) in your contract. This will safeguard you from having your ideas exploited.
Reason 3. Big money projects.
If you are contributing a lot of money to a project, you need an NDA. You do not want to invest a lot of cash into your project only to have your plans given away. The worst possible outcome is that your investment becomes a donation when disclosed to the public.
Reason 4. Protecting trade secrets.
Trade secrets are frequently one of the things that separate us from our competitors. This can vary from company to company and can be anything from a secret ingredient to a distinctive algorithm that assists your big data AdTech project process information.
For example, Pepsi, McDonalds and Coca Cola all have large trade secrets to protect and will definitely have NDAs in place.
Reason 5. Protect business relationships.
When seeking to maintain business relationships, obtaining an NDA can quite often benefit the relationship. Specifically, if the other party shows an interest and tries to impede your business operations. If you are obtaining an NDA in order to protect your trade secret (something you should not need to discuss) you can just abstain from talking about it and just dispose of the need for an NDA completely.
Reason 6. Access to sensitive information.
One more thing to consider is when your project is dealing with confidential information. For example, financial data, healthcare or anything that needs to remain confidential and out of the public eye. Despite appearing trivial, this may not always be the case. An NDA sets out boundaries of which information is authorised to be shared with third parties and what data is confidential.
To use an NDA or Not to Use?
It is important to remember NDAs will not protect you from everything, people are people and things occur.
Additionally, try to remember that business partnerships, primarily should be based around trust, not just signatures and legal paperwork. If you are unsure as to whether to partner with anyone without an NDA, then perhaps you should reconsider going into partnership with them at all.
NDAs can create a secure environment, whereby everybody is on the same page in regard to the information rules. So, if you are outsourcing development, it can be a useful undertaking.
Need some more help or advice on whether to ask for an NDA? Get in touch with us today!
Call us at 0203 150 0565 or drop us an email at info@thealtitudeagency.com.
