Closed Rooms and NDAs

Confidentiality agreement for FrogDog. January 2013.

A friend starting a business for the first time wanted to commiserate, strategize, ask questions, and network a little. I suggested a coffee shop I love. She agreed, but thought we might have confidentiality issues meeting in a public place.

Around the same time—and as happens occasionally—a prospective FrogDog client asked me to sign a nondisclosure agreement before sharing anything about his business idea.

Sigh.

Are we so self-enamored that we think everyone is out to steal our ideas?

First, you cannot copyright or patent an idea. For good reason. Ideas aren’t worth much. Creations are.

Few—if any—people troll around, hoping to hear theft-worthy ideas. And even if someone does, what he produces from the theft may not in any way resemble your vision of the finished product, service, company, or work of art. In fact, he’s unlikely to even get as far as an actual creation.

Because execution is the hard part.

Everyone has ideas. Few people actually implement them.

Besides, putting walls around ideas won’t just protect them from theft—it will protect them from success, too. How can you raise money for your business without telling people what your company does? How can you market and sell your products and services if you’re afraid of telling people what you do?

Closed rooms and NDAs are appropriate when the session intends to review intellectual property—an actual creation. NDA me if you want to reveal software code, proprietary algorithms, or your secret-sauce recipe. Need to discuss financial or employee matters that the public shouldn’t hear? Let’s avoid the coffee shop.

Anything else is silly.

What do you think?