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what is nda (non-disclosure aggreement)?

Discussion in 'Legal Issues' started by izwanmad, Dec 23, 2007.

  1. #1
    Hi dp member,

    what is nda (non-disclosure aggreement) actually? I've search through google about this thing and didn't understand about it. hope someone can give clarification to me.
     
    izwanmad, Dec 23, 2007 IP
  2. fizfaz

    fizfaz Active Member

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    #2
    From wikipedia .
    I hope you can understand.. generally its about agreement between at least 2 parties on how properly to handle confidential information.. normally will be use in business.
     
    fizfaz, Dec 23, 2007 IP
  3. izwanmad

    izwanmad Banned

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    #3
    yes... I understand that but....

    but how the 2 parties 'do' the aggreement?

    is that something like most website (the 'I agree' checkbox or button) .... before using the service?
     
    izwanmad, Dec 23, 2007 IP
  4. 2LSolutions

    2LSolutions Active Member

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    #4
    One purpose of a NDA:

    Your business has a unique way of doing something that is very profitable and works well. You don't want to hire contractors who will let our your secrets so you have them sign a NDA where they commit to not letting anyone else know your trade secrets.

    Did that answer your question?
     
    2LSolutions, Dec 23, 2007 IP
  5. FFMG

    FFMG Well-Known Member

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    #5
    From a purely legal point of view, in most countries, a proper NDA would have to be formally signed on paper.
    Otherwise how can I prove who actually clicked on the button?
    As an extreem example, I could ask my 3 year old nephew to download the file for me and that would make the NDA non-binding, (because of his age).

    Some sites, (rentacoder.com for one), use different techniques to make the NDA legally binding.
    To make their life easier most sites over-generalize and only allow NDAs from North America and Europe.

    But as a general rule, a checkbox on a site is almost never, (not one that I ever heard of anyway), a binding legal agreement.

    FFMG
     
    FFMG, Dec 23, 2007 IP
  6. kaptns

    kaptns Peon

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    #6

    It is legally binding, but it's unenforceable, since no one can really tell the actual person who ticked the checkbox.
     
    kaptns, Dec 24, 2007 IP
  7. FFMG

    FFMG Well-Known Member

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    #7
    In what jurisdiction?

    And how can it be binding if you don't know who clicked it?

    FFMG
     
    FFMG, Dec 24, 2007 IP
  8. vccseller

    vccseller Active Member

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    #8
    I guess you do know who checked the box with IPs and The registered details and so on.

    For example, paypal's agreement are enforced by limiting accounts and so on..

    I do not have clear knowledge about the binding agreements, but i assume that this is how it is done.
     
    vccseller, Dec 24, 2007 IP
  9. FFMG

    FFMG Well-Known Member

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    #9
    Those would not stand up in most courts, (that's assuming that both parties are in the same jurisdictions or have friendly treaties).

    Proxies, dynamic IP, and so on make it very easy to give enough doubt.
    Remember that most laws are not really in the digital age yet.

    That's not the same really.
    For example, Paypal deposits money into the user bank account, if you know how much was deposited in the account you are the same person as the one entering into the agreement, (as you cannot reasonably explain how someone go hold of your account details).

    But in any case, those are not NDAs.

    FFMG
     
    FFMG, Dec 24, 2007 IP
  10. 2pencil

    2pencil Peon

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    #10
    Here's an example of the NDA at work: A freelance writer goes to work on a contract basis with an SEO/Entrepreneur. The writer downloads, prints, and signs the SEO's NDA and FAXES the NDA back to the SEO. In that agreement, the writer agrees not to disclose how that SEO operates his/her business to anyone, especially to a competitor. Since that freelance writer may write for competing SEO's, that writer is bound to keep trade secrets just that - secret.

    Since the writer HAS signed a paper, that paper is legally binding. But, common sense would, hopefully, rule over legalities. If that writer breaks the NDA, the SEO can spread the word that this writer can't be trusted. Good luck getting work, Mr. Writer. That would hurt more than any lawsuit.

    In most cases, the NDA is sacred and honored by those who sign it. Just type "nondisclosure agreement" into any search engine, and you'll probably find examples/samples that you can use for free.
     
    2pencil, Dec 27, 2007 IP
  11. izwanmad

    izwanmad Banned

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    #11
    well, this answer my question..
     
    izwanmad, Dec 27, 2007 IP
  12. sunny210

    sunny210 Peon

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    #12
    From last many days i was also looking for some details on NDA..
    Thanks for sharing this great info.
     
    sunny210, Apr 10, 2008 IP
  13. TheTrader

    TheTrader Peon

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    #13
    Another example:

    I am a certified ICANN registrar offering a domain registration service.

    I also offer an affiliate program. I can offer certain affiliates a NDA - whereby they do not have to mention the fact that they register domains through me. Their clients are under the impression that registrations are done through them.

    In fact I do the registration. The fact that they deal through me does not have to be disclosed by them.

    Hope this helps.
     
    TheTrader, Apr 10, 2008 IP
  14. mobilebuzz

    mobilebuzz Banned

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    #14
    thanks mate for your help i was also having same question
    +rep added :)
     
    mobilebuzz, Apr 10, 2008 IP
  15. bestsoftworks

    bestsoftworks Peon

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    #15
    As someone else mentioned, a NDA would need to be in writing as it requires a signature. As someone else mentioned, trying to enforce the NDA would be a different matter as different jurisdictions (worldwide) may or may not have the laws to enforce such an agreement. One work-around for this is to declare in the NDA that the jurisdiction will be in a specific place (that can enfore the NDA). Of course, any contract is only worthwhile if you're willing to enforce it at any cost.
     
    bestsoftworks, Apr 12, 2008 IP