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I'm currently hiring some part-time developer abroad and wanted to make sure that I made them sign all the needed legal documents. So, normally in those cases, what would you make those future employee sign? A NDA? a waiver to transfer IP rights from the employee work on your project (also if that is needed and someone has a good sample I would be interested)? What else? |
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There are serious problems with the international enforcement of contracts, even contracts for money. If I were, personally, contracting out some kind of mission critical programming, I would just not hire someone outside of my jurisdiction. Alternatively, I might seek to have them bonded, so I could pursue someone in the event disaster struck. Granted, I am a lawyer, so I might be a little conservative in how I look at things. However, consider: if this person breaches your NDA, and you are harmed, what can you do about it? Sue them in their country? That means engaging a foreign lawyer, whose judgment you really aren't in a position to critique. It means more money wired abroad... ...do you even know the non-disclosure laws in the contractors country? The alternative, seeking some kind of relief at home and attempting to enforce the Court's order abroad has all kinds of other problems, such as enforcing that judgment. In any case, it's hard to see what incentive the contractor has to settle. Are you going to go to that person's country to appear in a trial or a deposition (if your testimony or depositions generally are even allowed in that jurisdiction?). It's hard for me to believe that you can't find a competent developer in China. As usual, this is not legal advice, but only information which you use at your own risk. I am not your attorney. |
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Dane made some good points. Before you hire anyone or talk about your technology, you need to be under NDA. Some consulting agreements include NDA's but some don't. I have found that it's easier to separate the NDA from the agreement because you may want to chat first with the contractor about your idea. So, NDA every time. The consulting agreement with contractors is a must. Employees will have either a confidentiality agreement or something similar. Both of which should have an IP assignment statement that anything they create, while working for you, your companies owns. The consulting agreement should have that as well. |
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Now, maybe I should open a new thread, but while we are talking about this matter here, let me just ask several questions. What do you get by forcing some abroad developer to sing NDA agreement? Will that stop them from getting some ideas from you? Will that stop them to reuse the code they wrote for you? They will get ideas from you with or without NDA. They can shave it up to be much different than yours, but again concept is the same. There is no way to forbid a developer to reuse the code they wrote. It's just ain't gonna happened unless he cannot physically access it (remote work can solve this to some degree). So, what's the point there? There are much better way to protect your product and idea and that's make it good and grab a market share for you. If you have a top secret idea and have money to implement it, you will have a closed facility with developers from your own country and protection can be achieved. But if you are about to hire a part-time abroad developer, what damage he can ever cause to you in this huge world (read: huge market)? It could be great to hear someone that actually gained something from NDA and share his experience on it. p.s. I am writing this because in our company also exits this "need" for signed NDA with everyone we need to speak about our business and makes me very tired :) |
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You may find "Securing IP Requires More than an NDA" helpful. Disclaimer: This post does not constitute legal advice and does not establish an attorney-client relationship. |
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