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F$*& your NDA

secretentourage

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In a recent Interview for the upcoming Secret Academy about angel investing, I had the pleasure of speaking with Brian Cohen, the angel investor behind Pinterest and author of What Every Angel Investor Wants You to Know. During our conversation, the topic of NDA’s came up and Brian’s lack of belief in those that seek them. In my very own entrepreneurial journey, I was approached by countless entrepreneurs with ideas, many of which I dismissed as soon as the word NDA came up. Since this seemed to be a word hated by many industry experts, I figured that perhaps it was time to have a proper discussion as to why we all simply feel the response to an entrepreneur asking us to sign an NDA is “fuck your NDAâ€.


If you are familiar with my definition of true entrepreneurship, then it should come as no surprise that entrepreneurship isn’t easy and coming up with an idea to begin with is the simplest part of the process. If entrepreneurship was easy, it would be practiced by all and certainly would slow down our economy as no one would be left implementing the advancements that entrepreneurs bring to life.


However, since entrepreneurship seems to have lost its meaning throughout the years and the technology bubble we are in seems to be giving younger inexperienced individuals the illusion that every good idea is bought out by a larger competitor quickly, more people feel the need to protect their ideas with the fear that someone with the capacity might actually steal it.


Ideas are just that and unfortunately as much as they may seem to matter to you, they simply hold no weight in the business world. The worst part of it all is that ideas do not have ownership and despite the belief that you originated the idea, it is only the one who is capable of successfully bringing the idea to life that ultimately is the one given credit for it. This is no different than those times when we identify with a solid product that recently came out and recall a time when we shared a similar idea. Unfortunately, if we are not the ones to have brought that idea to life and have struggled to market and create public acceptance for it, we will forever lose the credit of sourcing the idea.
Anyone who has actually built a real business, or has been able to bring an idea from the dream stage to a profitable venture will tell you that secrecy held no relevance in their success and regardless of who they shared it with, it was very far from being stolen. Instead, they will actually tell you that it was rather their ability to share their idea with the world that ultimately was the reason they succeeded. Coming up with a great idea is less than 1% of the actual process when it comes to succeeding, as the next 20% to follow is the capacity to follow through on your idea. As much as many have these great ideas, very few have the capacity to bring them to life especially when not in a niche that you are directly familiar with. Many young investors feel that bringing an idea to life starts with the idea and ends with the ability to raise funds but certainly never understand that hustling their way to a few dollars is far from the art of entrepreneurship and that it will take their efforts, sacrifice, commitment and so much more to deliver what 9/10 people fail at.


The reason why NDAs are simply a bad idea is to the fact that most of today’s technology driven companies may overlap in their execution or model and it makes it a bad proposition for someone who might be investing in your company, even if not monetarily. It also shows the lack of belief in your own capacity as well as the lack of belief in your own idea. It is simply a bad bet for an investor or partner and certainly a worst bet on your character rather than your idea. It puts the investor in a tough position as they are pitched 100’s of ideas a month and if they choose to act on one, it could be a conflict with a previous NDA that was signed. More importantly, no investor or partner who has previously succeeded is going to be going chasing an idea that is not theirs or care to pursue a random business in which their own capacity is lacking.


Remember that ideas do not come to life because of their ingenious nature, but rather because of the hard work and efforts of some of today’s most dedicated entrepreneurs who fuel the idea with belief. So next time you ask an investor to sign an NDA and simply never get a response, don’t be confused as to the reason why instead think of it as their way to tell you “Fuck your NDAâ€

What are your experiences with NDAs? Do you believe in them? Any good experiences with them?
 
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forchunet

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As I build my second business and all these barriers start popping up out of nowhere I can safely agree with your sentiments 110%.

I tell everyone and anyone my business idea because I know no one else will have the perseverance to break down these barriers.

I see it like this: "Here's the idea you fools, now come take it if you really want it!"
 

Vigilante

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If someone wants to "buy me a cup of coffee" but wants me to sign an NDA first, pass.

That is typically the hallmark of inexperienced wantrapreneurs who think that their idea is worth a million bucks.

My time is worth more than the idea plus the NDA combined.

I typically won't meet with anyone outside of friends and family and a select few.

Here's the deal. I will sign your NDA when I receive your $20k retainer check. Deal?

I know how many requests I get for free advice weekly... I can't IMAGINE what some of you big hitters get.

NDA? Pass. Next?
 

Sir Ingenious

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Well, I'm extremely open with my biz plans that I don't care who reads them.

I have a thread going on here and I post all sorts of things, all sorts of "secrets" and my designs, etc. Guess what, I'll post a secret right here and now: I haven't patented anything that I've made yet! Wanna steal my sunglasses designs? Go ahead but can you follow up? Will you act on it? I have millions of designs in my head, millions of plans in my head and I'm executing them, one by one, bit by bit.

I think my ideas aren't worth a penny 'til I sell it. So, go ahead and rip 'em and I'll make more ideas, for free.

Also, I forgot to sign a "NDA" with my supplier (and I really don't care), which I was talking about with a forum member earlier. Heck, I even suggested to my supplier that she can sell some of my designs if she wants to. However, she declined but still, I didn't care because they were just ideas.
 
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dknise

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I totally agree when it comes to signing an NDA to casually talk about an idea...

but...

I recently did a code share with a partner business in which I brought an NDA and was laughed at like you're talking about.

I then proceeded to turn around and walk out the door, because there isn't a chance in hell I'm handing over a years worth of hard work to a company with all the resources to screw me without signing a legal agreement.

There is a time and place for them.
 

100k

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So people never steal other people's ideas? Is that what you are saying? Someone with the capital resources and a team could not take action on a good idea if they wanted to?

Sorry but, F*ck you and your capital. Sign the NDA or do 1.
 

Vick

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I don't understand.

Then why were NDA's created?
 

secretentourage

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I don't understand.

Then why were NDA's created?

Because 10 years ago when technology was for big companies, people gave a shit...today, even a 15 year old can code an app...so no one cares.
 

PaulRobert

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IMO, NDAs proposed to investors are deal killers from the start.

NDAs are better put to use when engaging with manufacturers or suppliers of your invention. It is a better way to protect yourself before a patent.
 
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Anthony_44

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I disagree. Yes, I feel that the NDA is thrown around a bit to much when it comes to small entrepreneurs and their ideas especially when in reality they lack the legal power to every enforce them if push came to shove. But at the same time, I am part of a small medical device company with a game changing technology that if some of the major players within the industry got their hands on would be able to move MUCH faster on than us based on resources alone. Therefore when we speak with potential investors a NDA is a must and we have had to enforce them in the past. That being said we have dealt with many investors who have over a billion dollars invested within the venture capitol world and they seem to be very understanding of the need, so if they feel the practice is acceptible then I find it hard to believe that so many investors on here would refuse to even hear someone's idea based on the request alone. I think the NDA is situational and has its place.
 

Tom.V

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I absolutely LOVE throwing out unilateral NDA's with a non compete clause. In business, with as many cut throat F*cks as there are, I feel they are necessary at times. If you are only having someone work on one cog in your machine, they probably don't need to sign an NDA. Now if you are looking for partners that you will be outlining every, single detail to, then yeah. Either have them sign, or keep rolling on. Maybe it's my megalomania acting up again, but I just don't want to put myself in an unnecessarily risky situation that could directly impact my income and livelihood.
 
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healthstatus

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In business, with as many cut throat F*cks as there are, I feel they are necessary at times.

You think a piece of paper is going to stop them? Then you have to hire a bank of attorneys to prove they broke the NDA, get a judge or jury to agree with you. Then you win a judgement, then you have to collect the judgement. Sounds like 2 wasted years to me....
 

Tom.V

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You think a piece of paper is going to stop them? Then you have to hire a bank of attorneys to prove they broke the NDA, get a judge or jury to agree with you. Then you win a judgement, then you have to collect the judgement. Sounds like 2 wasted years to me....
Never said it would stop them, but it will be in their mind when and if they go about it. That alone will stop most.
 

Vigilante

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leighstjohn

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Hi secretentourage

As with any contract, in the end it comes down to who can win in a court of law (or more specifically in most cases, who has the most money to last the longest until the other party simply runs out of cash).

I personally don't use them. I'm a partner in a couple of companies and the CEO of each thinks they are 'essential'. Let's just say he and I disagree on that one...
 

Mexidan

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I stopped reading here: "many of which I dismissed as soon as the word NDA came up".
Sooo.. you dismiss them even if their idea has the potential to be bigger than Facebook or Google simply because they might know not everything about everything. Inspiring!
 
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Kak

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I stopped reading here: "many of which I dismissed as soon as the word NDA came up".
Sooo.. you dismiss them even if their idea has the potential to be bigger than Facebook or Google simply because they might know not everything about everything. Inspiring!


Apparently you didn't stop because your stupid a$$ is still here.
 

Sir Ingenious

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I had a discussion with my parents about filing a copyright/patent.

And somewhat, I think they weren't wrong either and I'm feeling a bit 50/50 on this.

How important is a patent/copyright to y'all? How seriously do you guys take it? And isn't a patent/copyright completely protective of your stuff from others ripping it off?

Like if you have a design, company, start up, whatever, do you immediately go out and file one or what?
 

secretentourage

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I had a discussion with my parents about filing a copyright/patent.

And somewhat, I think they weren't wrong either and I'm feeling a bit 50/50 on this.

How important is a patent/copyright to y'all? How seriously do you guys take it? And isn't a patent/copyright completely protective of your stuff from others ripping it off?

Like if you have a design, company, start up, whatever, do you immediately go out and file one or what?

Totally different than an NDA, Patent and copyright matters are different
 
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Michael Raphael

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I have a question regarding an NDA, do you think I should get one signed if I am sending my book to an editor? It is a lot more than an idea, it is a completed body of work. Otherwise I generally completely agree with this topic, so many of my clients ask to sign an NDA, why am I ever going to steal an idea, even if I wanted to "steal" all I would need to do with an NDA is change a few features to make it "different" and now its my own idea. But yea what ever... back to my point, NDA to editor?
 

SBS.95

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I stopped reading here: "many of which I dismissed as soon as the word NDA came up".
Sooo.. you dismiss them even if their idea has the potential to be bigger than Facebook or Google simply because they might know not everything about everything. Inspiring!

I hate when people talk about the next big Facebook idea. You've hit my entrepreneurial pet peeve. Everyone seems to have an idea for a multi-billion dollar company that will outshine Google/Facebook/PayPal/Tumblr/Amazon/Reddit/etc.

My theory, hell, in this case I might be cocky enough to call it a scientific law, is that when the next Facebook comes along, there won't be a guy coming to investors asking for them to sign a NDA. He's just gonna build it, it'll be awesome, and he'll get filthy rich.

You think Mark Zuckerberg was brilliant because of the "idea" of Facebook? You think he was the only competent programmer in the world to realize that Myspace sucked? No.

There were thousands of coders around the world that could have built a Facebook just as good, or even better, than Zuckerberg. The difference though, is that Zuckerberg actually did it, and that's why the world will remember him.
 
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secretentourage

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I have a question regarding an NDA, do you think I should get one signed if I am sending my book to an editor? It is a lot more than an idea, it is a completed body of work. Otherwise I generally completely agree with this topic, so many of my clients ask to sign an NDA, why am I ever going to steal an idea, even if I wanted to "steal" all I would need to do with an NDA is change a few features to make it "different" and now its my own idea. But yea what ever... back to my point, NDA to editor?

NO, Thats even a bigger waste of time. Editors wont sign NDAs but some have their own privacy forms they sent you to tell you that they wont share your work or its content with others.
 

Kak

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NDAs and noncompetes are usefull when you have equity partners that want you to have them.
 

Tom.V

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I hate bringing shit back from the dead, but I still love NDA's. They create an air of trust between both parties. In general, I will only use an NDA for an equity partner and employees with dangerous skill sets.
 
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D

DeletedUser2

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My experience with NDA.

they are used between companies that have something to lose and are large enough that it makes sense. Really, if your company is not over 10M a year, you dont need one.
if you THINK its going to be over 10M a year, you still dont need one

the more sophisticated companies use them. in my experience, 2 hedge funds used them in a deal, I was involved in. because they both had the resources to execute. and there was alot to lose.

when dealing with direct competitors, and you have a secret sauce that they dont, then they MAY matter.
honestly tho, they are not worth the paper they are written on 99.9% of the time.

If you run around with an NDA and kill off a bunch of potential conversations with it. uh, your just making your life harder. most of the time, people who come to me with an NDA get ignored. even if it was the next face book, or google.

if a hedge fund came to me tho, and said sign, thats different. they are a proven player, and have something to protect. sure Ill sign that.

for everyone else, F*ck you

Z
 
D

DeletedUser2

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I have a question regarding an NDA, do you think I should get one signed if I am sending my book to an editor? It is a lot more than an idea, it is a completed body of work. Otherwise I generally completely agree with this topic, so many of my clients ask to sign an NDA, why am I ever going to steal an idea, even if I wanted to "steal" all I would need to do with an NDA is change a few features to make it "different" and now its my own idea. But yea what ever... back to my point, NDA to editor?

you actually have a copyright claim by creating the work. look up copyright laws, and understand how and when the copyright comes into existence.

by creating it, its already copyrighted, and protected there. without having to file a copyright, it has built in protections.

as SE said, you may only need a simple form signed by publisher.

why not self publish? look at MJs model.
Z
 
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