Outsourcing Non-Disclosure Agreements

As companies grow larger the number of requests for non-disclosure agreements (“NDA”) also increases.  A prospective customer may be unwilling to disclose information regarding its product requirements and strategic plans to the sales department without an NDA and creation of a new relationship with a vendor may also be delayed until NDA is in place that allows the parties to exchange sensitive information regarding products and distribution channels.  In order to expedite the process of drafting and executing an NDA companies with sufficient volume of these types of contracts are turning to technology-based outsourcing solutions.  For example, using an outside contractor that offers a secure website and the necessary software a company can direct any employee needing an NDA to the website where the employee will be asked a standard set of questions regarding the content of the NDA and the business relationship to which it will pertain.  Assuming that there are no special concerns the answers to the questions will be used to prepare the NDA form and send it via e-mail to the employee or to the other company or person who is being asked to execute and deliver the NDA.  If the answers to the standard questions uncover an issue the software will automatically arrange for a member of the in-house legal department to be notified so that the lawyer can work directly with the employee to create a customized form for the situation.  Once implemented this solution can streamline the time required to get an NDA in place and create a central record of all background information for each NDA.

The content in this post has been adapted from material that will appear in California Transactions Forms (Fall 2008) and is presented with permission of Thomson/West.  Copyright 2008 Thomson/West.  For more information or to order call 1-800-762-5272.

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