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Licensing and NDAs

Postby toaster » Thu Sep 11, 2008 6:15 pm

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Great Forum!!! Hope I'm not being redundant but I have not found past posts directly answering my questions.
So I have a new design in safety headgear. I've filed a PPA and I have NDAs from a few companies and have no success with two and am talking to another about licensing my idea. I have another fish on the line, a GIANT company, willing to assess my invention but they will only sign a DISCLOSURE agreement. No confidentiality agreed to.

1) Is a NDA sort of worthless as some have suggested? They would say and this company says your patent rights are really all you have.
2) Would signing such a toothless agreement be, in effect, a public disclosure as far as foreign patent rights go?
Thanks in advance, K

Postby Work2XL » Thu Sep 11, 2008 8:28 pm

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Toaster,
Welcome to the site. I've been away for quite awhile, and you may not know me. You can search my previous posts, and I'm sure that may be a few here that will tell you I'm not completely ignorant. On the other hand, I'm not a patent attorney either.

My two cents, and I will warn you, I'd do my best to verify everything I say along with any other advice you get from anyone. You have more to loose by taking bad advice than the person giving it.

While I'm sure there is an actual difference between a NDA and a CA I really couldn't say what it is or which one is better to have. As far as protecting foreign rights, I would say that an NDA would preserve them just as well as a CA. The agreement I use is a NDCA (Nondisclosure / Circumvention Agreement) This keeps someone from taking the technology or method to make a "black box" product to market without my involvement. Again, this is splitting hairs, but it is yet another barrier to entry into the market. Which is what a patent, NDA, ect really amount to. They are only that if you have the funds to enforce them. If you are going after a Giant, it really doesn't matter what they sign in blood. If you don't have the funds to see it through until the end (SEVERAL YEARS possibly) you loose they win.

Bottom line, if you have a VERY well written PPA, that the giant can NOT work around and they will sign a NDA you should be fine. (Without claims in your PPA, it is hard to make it bomb proof.) I would have it reviewed by an independent party just to make sure.

I hope my ramblings helped some.

Good luck.

Randy

Licensing and NDA's

Postby toaster » Thu Sep 11, 2008 10:47 pm

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Randy, thanks for the rambling. I think I get the picture. Their "agreement" is not an NDA at all, it says specifically, we will not hold this info confidential. I guess I should just write them off but they're sooo capable of mass marketing and distribution it's very tempting to rely solely on my PPA and submit my idea to them. Of course I, being the DIY inventor, wrote it myself so I doubt it's bombproof and it has no claims.
Which gets to the next question. Should I file addendums or whatever they're called to my PPA, with professional advice, and enhance my original PPA?
What a labyrinth I've entered.
K

Postby Work2XL » Fri Sep 12, 2008 1:18 am

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Some foreign countries REQUIRE claims even in a PPA before public disclosure. Be careful before you make a public disclosure check into this issue. As for the Giant of yours, again it doesn't really matter. At some point you have to trust them or not. Even if you have every i dotted and t crossed, if they want to screw you they can. Especially if they have a legal dept. So no real loss there either way. But then there is the foreign rights issue again. Technically, by making a public disclosure you could loose the right, on the other hand, the patent office would have to prove you made a disclosure. They are so swamped granting and rejecting patents based on merit, do you really think they would bother with asking your neighbor if you told him about your idea? My bet is not. My best guess is if they did a google search on your product, and couldn't find it outlined in some forum, you're probably safe.

My two cents.

Randy

You people just don't get it.

Postby Mr Invention » Sun Sep 14, 2008 8:20 am

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This forum like most forums and/or think tanks acheive very little in that most of the people involved have a lot of ideas but no money. Forget patents and selling or licensing an idea. The PTO is pumping out 1000 patents a day and 97.5% of the people getting those patents will not even get the cost of their patent back. This is a fun forum for people that don't have a real job or are living a pipe dream. This is all the time I can spend on this forum this week, I must get back to the real world and get my products to market the old fashion way (Through work and not talk. Based on 50 years of tried and true developed methods).

Postby mojo62 » Sun Sep 14, 2008 9:19 am

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but they will only sign a DISCLOSURE agreement. No confidentiality agreed to


Most larger companies won't sign the NDA because they don't want

to get sued for something that may hinge on what they have developed

in the past or are currently developing. It would be your choice to proceed

with them or not. As long as you have a provisional patent filed or at the

very least documented proof of first to invent, I wouldn't hesitate to show

a company an idea. That's just my opinion. I believe, if an idea will open

the eyes of a manufacturer, it is worth showing without an NDA. Mr.

Invention is right, about 97% of patented ideas never make it to market.

When you read patents, it's obvious why a majority are not successful.

The really good, patented ideas (few) may not be marketable for many

different reasons. Also, you hear about inventors having many products

marketed. I am beginning to think that being a really successful inventor

is a givin talent. Occasionally, someone comes up with one get rich quick

idea, but that doesn't happen very often. Being able to build good

prototypes yourself, having that ability to create from scratch. Few have it

and most don't.

Regards,
MO

Postby Work2XL » Sun Sep 14, 2008 4:49 pm

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I agree with Mojo about it not being a problem to show a company with the protections you now have ONLY if you don't mind loosing taking a chance to obtain foreign rights. If they do not sign a confidentiality agreement, then by the letter of the law, it is a public disclosure. If 10 years down the road you have obtained foreign patents, and this company decides to compete in your market, they can have your patent voided, buy proving you showed them before you filed in the foreign country.

Mr. Invention,
I see you haven't changed in the months I've been off here. Your overwhelming optimism is just amazing. I know I really appreciate your perspective on this forum. The guidance you provide to all of us to give up on our pipe dreams and get a real job is priceless. One may wonder why they should listen to someone who is apparently RICH (from doing exactly what people on here are trying to learn) and saying, you're wasting your time, it can't be done. I know I have learned to look for the why in your posts.
In my opinion, you can take next week off of here too.

Randy

work2xl@comcast.net

Licensing and NDAs

Postby toaster » Mon Sep 15, 2008 9:47 am

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Thanks for the info, Ignore the haters, nothing better to do. How he extrapolates we have no jobs is funny. For me it's a hobby I'm into for $400 total with a homemade prototype and no illusions about getting any return, but we pursue, so we can get on our high horses too, ha ha.
I'll hold off on the big fish for now, see if the medium sized company will buy my design.
K

Licensing a Patent

Postby NewProductInventor » Sun Oct 05, 2008 2:35 pm

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If you can't talk to a company without signing an nda your patent probably does not have much strength. You should at the minimum be able to discuss the benefits and demonstrate the function of your patent in a meeting to get to the 'next step'. At that point if they are seriously interested in the technical detail (i.e.-special ingredients), they will sign an nda.

Think of it like making a cake.

You can show them the cake. You can let them taste the cake. You can show them that your customers enjoy your cake.

Don't show them the ingredients until you have a contract.

Re: Licensing and NDAs

Postby Patent_Attorney » Fri Oct 17, 2008 12:08 pm

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toaster wrote:Great Forum!!! Hope I'm not being redundant but I have not found past posts directly answering my questions.
So I have a new design in safety headgear. I've filed a PPA and I have NDAs from a few companies and have no success with two and am talking to another about licensing my idea. I have another fish on the line, a GIANT company, willing to assess my invention but they will only sign a DISCLOSURE agreement. No confidentiality agreed to.

1) Is a NDA sort of worthless as some have suggested? They would say and this company says your patent rights are really all you have.
2) Would signing such a toothless agreement be, in effect, a public disclosure as far as foreign patent rights go?
Thanks in advance, K


What is a PPA. Do you mean a provisional? A non-disclosure agreement will not presevere your foreign filing rights because they are under a system of absolute novelty. However, a provisional gives you one year to disclose the invention to anyone.

NDA are nice, but few companies want to be on the hook for allegedly disclosing a non patentable invention. Further if it is a good idea, but unpatentable they get them selves into a bind where then it becomes illeagal to make something that is publically available.