Do I need a signed NDA before I show my idea to someone?

The subject of nondisclosure agreements is unfortunately complicated. It’s not immediately clear that an NDA will guarantee the protection of your product idea in the long run.

We recommend that you file a provisional patent application before you show your product to anyone. Don’t rely on an NDA, because publicly disclosing your invention prior to securing the protection of a patent pending status can hurt your chances of receiving a patent and you run the risk of having to prove your ownership in court.

An NDA can be very helpful when you have an idea that cannot be protected with traditional intellectual property or if you have trade secrets.

Most vendors helping with your projects will sign an NDA. Please make sure if you’re working with any contract manufacturer, vendor, or designer, that your NDA includes work for hire language. This language will make sure there isn’t any coownership of new developments. It’s better to have an attorney draw it up than to try to modify documents that you find on the Internet, as you need to make sure that the NDA truly covers your innovation and your needs.

Most potential licensees will not sign your NDA. They will want you to sign theirs. In that event, we strongly suggest you have an attorney review the document. Never sign an agreement before reading it. Sometimes, a document will be titled “nondisclosure agreement” or “confidentiality agreement”,  but the actual terms of the contract establish the opposite.