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<font face="monospace">Jose,<br>
<br>
It is excellent that you actually read the document before you
signed it. I would never sign such a thing either. I have never
been asked to sign anything like that in my years. I do sign the
Business Agreements that are required under HIPAA when working
with Medical practices. They are boilerplate and hold me to the
Patient Privacy level required of the doctors. HIPAA does not
extend to third party businesses unless the doctor has such an
agreement with us. A flaw in the law if you ask me. I work with
hundreds of practices but I have only been asked to sign maybe 5
such agreements.<br>
<br>
But an NDA like you describe should keep anyone from doing
business with that customer. What the heck was he protecting?
Did he keep plans on how to steal the gold from Fort Knox, or how
to cure cancer?<br>
<br>
I'm sure even someones client list is not that important these
days with public lists all over the place for marketing purposes.<br>
<br>
I would say the only business I ever turned away and wanted
nothing to do with was to write programming for a company that
wanted to do the same thing as that device that is marketed with
the slogan "I've fallen and I can't get up". It was to monitor
fire, theft, accident etc. and connect to local law enforcement.
I said the liability for a small company was not something I
wanted to have over my head.<br>
<br>
Can you imagine the law suits when things go bad with something
like that?<br>
<br>
But if that customer really wants your expertise they should drop
that NDA, but it sounds like they think it is valuable.<br>
<br>
Customers are nuts sometimes. Had a guy never do backups because
he was worried his computer would catch fire, so he would turn it
off as soon as he finished working each day. You stay in this
business long enough and you see the strangest things.<br>
<br>
Best of luck,<br>
<br>
Nancy<br>
</font><br>
<div class="moz-cite-prefix">On 9/13/2021 1:47 PM, Jose Lerebours
via Filepro-list wrote:<br>
</div>
<blockquote type="cite"
cite="mid:d72b1d0f-56dd-e947-ac96-5e9d49953311@gmail.com">Howdy!
<br>
<br>
I just told a prospective customer to take a hike because he
expected me to sign an NDA - I really do not have issues with NDA
and have signed a few over the years but this guy was looking to
put me in a headlock and permanent "screwed mode".
<br>
<br>
Well, at least that is the way I interpreted the wording on the
NDA he sent me. Things like:
<br>
<br>
- I could not engage business activity with nor use as service
providers anyone they do business with (well, would this mean that
I would have to drop, say, my web service provider, my accounts
with AWS, Twilio, MailChimp, GMail, and others we both commonly
use?)
<br>
<br>
- Could not work for, directly nor indirectly with anyone they do
business with nor anyone any of their affiliates does business
with ... and so on and so forth ... (Well, wouldn't this mean that
if he can identify anyone entity, however remote from his primary
business, is directly or indirectly linked to any of his customers
or affiliates, I could not do business with that party?)
<br>
<br>
There are clauses talking about not using computer, software or
technology employed by them - hell, if I could not use "computer"
or "related technologies" what will I do for a living then?
<br>
<br>
The first sign that the NDA was not going to get signed was it
being about 8 pages long, NDA are normally 1 or 2 page long ...
the guy did not even bothered to narrowed down to his specific
industry (Medical Insurance Underwriters) as I suggested - I asked
him to revise it, he sent a draft of how he would change it and
then ends up sending the same thing in different order. lol
<br>
<br>
How often do you walk away from a prospective customer on the
basis of their stupid NDA?
<br>
<br>
I cannot imagine anyone here asking someone like Mark or Richard
or Nancy to sign an NDA and request that they do not write
fp/perl/Python/.NET code because that is what they use as a
development platform.
<br>
<br>
<br>
I even went as far as to tell them that they were asking for my
service not because they had something to teach me, but because I
had the skills they needed!
<br>
<br>
I am not going to lie, this was $1K/month (easy money) account to
do little work here and there but the "strings" as specified on
the NDA were, in my opinion, a bit much.
<br>
<br>
Am I reading too much into an NDA?
<br>
<br>
<br>
<br>
</blockquote>
<br>
<pre class="moz-signature" cols="72">--
Nancy Palmquist MOS & filePro Training Available
Virtual Software Systems Web Based Training and Consulting
PHONE: (412) 835-9417 Web site: <a class="moz-txt-link-freetext" href="http://www.vss3.com">http://www.vss3.com</a>
</pre>
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