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up vote 5 down vote favorite

I feel my question is silly, mainly because I am unaware of the English legal terms.

I am in the process of (legally) forming a small company for videogame development. I have created a game which I am to send to a publisher for validation. Feeling sensitive about it, I asked for an NDA. They did send me one, but the problem is that it expects me to be a company, which I currently am not.

What exactly should I enter in the "Company\Title" blanks? I am thinking of "Individual" or "Greek citizen" (I live in Greece), and "Freelancer"..?

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why are you filling out their NDA? It should be the other way around here, you should be sending THEM an NDA for THEM to sign! What exactly does this NDA say? – Gavin Coates Feb 12 at 15:12

4 Answers

up vote 3 down vote accepted

Fill in your name where the company name (party to the agreement) normally would be.

No need to fill in the title (which is used to show, for example, that an individual is President of a company); it will be pretty clear that you are an individual, rather than a business entity.

Disclaimer: This post does not constitute legal advice and does not establish an attorney-client relationship.

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Great answer but the "title" part is key for others coming across this answer. To be clear, not everyone in an organization is authorized to sign contracts on behalf of that organization. For example, a "Junior Developer" signing the contract would be laughed at... C-level or Director/VP-types are generally better. – CaseySoftware Feb 11 at 2:16
up vote 6 down vote

Bill, I think your question has been answered already, but I want to make one point.

I don't know anything about the laws in Greece, but in the US, what you're doing is risky. If I were you, I would form my business before signing the NDA. Then sign the NDA as the business, not yourself personally. One of the benefits of forming a company is the ability to limit your personal liability.

By signing the NDA as Bill, you're absorbing the liability, which means they could come after you personally for everything you've got. If you sign it as "Bill's Company", you're passing the liability to your company and they may have a harder time coming after you personally.

It sounds like you asked for the NDA to protect you, not them. So this may not be an issue, but it's something to keep in mind. Good luck with your venture!

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up vote 3 down vote

and welcome to this site! :-)

Hmn. Actually that's a good question -- I don't know if there is a 'right' way to fill out the extra fields that don't apply. I would probably just leave them blank I think... It must be clear that you're the one entering into the agreement, so your name must be in the "main" field of the form (presumably called "Company"). You could pencil out "Company" and write "Person" or similar instead.

Another thing, have a good look through that NDA, it is probably a mutual NDA, meaning you're also personally bound by its terms. As I understand you asked for the NDA yourself. I would myself be hesitant to sign a NDA personally, as the costs (damages and legal fees) associated with NDA violations (both real and alleged) can break you.

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up vote 0 down vote

Is it a mutual NDA (in which you also have obligations of confidentiality) or a 1-way NDA (where only the other company has obligations of confidentiality)?

If it's a 1-way, it shouldn't matter whether you are a company or an individual; if it's mutual, you should set up your company before signing it.

Why wouldn't you just send them YOUR form of NDA?

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