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Subject: recovered topic 8363

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IanB
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09/06/2005 8:28 PM  
recovered topic 8363

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IanB
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09/06/2005 8:28 PM  
Sample NDA - I got the link from Wikipedia. Legal accuracy and bindingness may vary by country, etc.

This appears to be related to a sale, but should be a good start on what sort of stuff goes into an NDA. You could probably turn up more with a Google search for "Sample NDA".

http://www.experienced-people.co.uk/1010-non-disclosure-agreement/

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Wayne
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09/06/2005 8:41 PM  
NDAs are among the simplest of contracts or contract clauses. You don't really need to worry about legalistic language, and worrying about it too much might hurt you.

(1) You need to spell out in plain language what behavior is prohibited. E.g., "any discussion of the intellectual property with any individual not subject to NDA," is a pretty common way to do it.
(2) You need clear beginning and ending dates for the prohibited behavior. Generally speaking, restraints on otherwise legal behavior can't extend indefinitely.
(3) You need to specify the penalty for breach. This is very important, because proving damages (i.e., the amount of money lost) for breach of an NDA is pretty much impossible. Contract law recognizes these kinds of situations and allows "liquid damages;" basically, a specified amount of money for a breach. Most jurisdictions will uphold nearly any amount of liquid damages as long as it isn't deemed unreasonable. (And, of course, what is unreasonable will vary from NDA to NDA.)

(Yes, I'm a lawyer, but this is intended purely as an overview. Any "advice" you take from it is worth exactly what you paid.)

Jeff "Wayne Laredo" Wilder | Email | Have/Want List | Trade Policies | Are You an Ethical Trader?

Dracarys
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09/07/2005 5:28 AM  
Thanks for the replies.

So it would seem that there's no simple way to get digital signatures?

I was hoping to make it less formal so that I could get a few playtesters on board. May just have to trust people...

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Wayne
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09/07/2005 10:19 AM  
quote:
Originally posted by Dracarys
So it would seem that there's no simple way to get digital signatures?
Well, just judging from usage, it seems that a very clear statement of intent to be bound by contract, coupled with a button that must be clicked (and possibly also with an "opt out" button), is serving to form an effective "e-contract." I stress again that I don't know the actual law on this, but I find it hard to believe that so many corporations would use this form of contract without having explored its enforceability.

Jeff "Wayne Laredo" Wilder | Email | Have/Want List | Trade Policies | Are You an Ethical Trader?
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jai
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09/07/2005 12:54 PM  
quote:
Originally posted by Wayne

quote:
Originally posted by Dracarys
So it would seem that there's no simple way to get digital signatures?
Well, just judging from usage, it seems that a very clear statement of intent to be bound by contract, coupled with a button that must be clicked (and possibly also with an "opt out" button), is serving to form an effective "e-contract." I stress again that I don't know the actual law on this, but I find it hard to believe that so many corporations would use this form of contract without having explored its enforceability.

The government loves to have confirmation messages like "BLAH BLAH BLAH consent to monitoring BLAH BLAH BLAH legally bound BLAH BLAH: Yes No". They seem to think it is worthy. (i am a lowly programmer, not a lawyer)

2cp

Liquidburn
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09/07/2005 10:47 PM  
quote:
Originally posted by IanB

Sample NDA - I got the link from Wikipedia. Legal accuracy and bindingness may vary by country, etc.

This appears to be related to a sale, but should be a good start on what sort of stuff goes into an NDA. You could probably turn up more with a Google search for "Sample NDA".

http://www.experienced-people.co.uk/1010-non-disclosure-agreement/



Ahh, the internet is a wonderful thing. =0)

Jason Slingerland

"Why do I have to be Mr. Pink?"
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