A non-disclosure agreement can be signed between the client (a mobile startup owner, for example) and the contractor for protection of the client’s intellectual property. At the first glance it’s a necessary and reasonable step to prevent stealing of original ideas that can bring lots of profits and popularity if transformed into a good mobile app. But there must also be right time and right place for it.
NDA is not a static document found somewhere in the Internet (although there are available samples on the web). It is created, studied and discussed by the client and the contractor, altered as for the subjects of non-disclosure, and checked by lawyers. But let’s leave the legal details to lawyers – this article is not about legal advice. We’d rather say that in some cases the necessity of such an agreement gets overestimated.
Why Nobody Signs NDAs Too Early
”I’ve got a great idea for a mobile app; if you sign an NDA, we’ll be able to discuss the details.”
Actually this is an approach which isn’t likely to be accepted.
Developers are generally unwilling to sign NDAs without knowing what the project is about. There is a handful of reasons. If a company provides consulting services, an NDA for yet another photo-editing app can bring potential risks. It can also happen that a software company is working on a similar project at the moment. The applied technologies, architecture, features and design of these apps may overlap; if an NDA needed in this case, it’s just for the proprietary information about the client’s company.
That’s why improper NDA can threaten developers’ right to work, which they won’t allow anyway. They sell experience and professional expertise, and many software companies specialize in creating software for certain businesses and industries. It’s normal for NDAs to get frequently signed, but for slightly different reasons.
When Would You Need An NDA?
As for an idea by itself – most of the apps have already existing analogues, that’s a norm. What’s more, respectable software companies don’t hunt after someone else’s ideas for several reasons:
• they receive these ideas in loads, and generate them as well;
• ideas for a narrow niche will not bring huge profits and fame for an app owner;
• the overwhelming majority of ideas is not unique at all – concepts within an industry come, go, and overlap;
• implementation may be technically impossible or extremely challenging;
• the most obvious, placed the last – reputation valued by the company and respect for clients.
Development companies usually have their own NDA policies and lawyers for keeping things in order. Usually such an agreement is needed in case of highly confidential corporate information that will be disclosed by the client to the contractor (which is common for software projects launched by larger enterprises); or when the project is ready to start and both sides know potential risks and conflicts.
The company needs to make a professional decision as well. They need to know whether there is confidential information and on which stage of the project it will be involved. This is a reasonable situation for an NDA. However, the usual term ‘confidential information’ is too vague and needs to be specified: whether it’s a client list, a business plan, and suchlike.
What Should You Start With?
The best way to start good relations with a software company is 1) not hurrying with the NDA even with solid reasons to sign one – there will be right time for it; and 2) not refusing to give information that will help evaluate the complexity of the project – otherwise how will you get first estimations?