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Entries For: September 2008

Peter Barshay

Do I need an NDA? How can I protect my idea?

Q: Is it possible to get expert advice on funding an idea without sharing it before it's ready to be shared? What is the best way to proceed?


Patrick O'Heffernan responds:

Expert advice can be a tricky matter. While you can ask for a non-disclosure document, most experts will not sign them because that subjects them to potential litigation later on, even if they never disclose anything to anybody. I for one, will not sign them and none of the investment groups I work with will. Personal trust is usually a better way to go.

If you are afraid your idea will be stolen, bring on the experts you need as partners or early stage investors, develop it thoroughly to the point where you are ready to run with it and then take it to VC's or angels. Your best protection is not an NDA, but a head start. If there is IP or a unique product or process, you can apply for a patent - the application itself will put you ahead of any competitors, honest or otherwise. Check out the USPTO.

As far as bringing an idea to the investment community, it is not a good idea to circulate or present unformed ideas to investors. You may only get one shot at them and you don't want to waste it. Even if you get more than one shot, it is possible to leave an impression that you are not thorough - and therefore not a good risk.

The bottom line however is if you are thinking of a product or process that requires expert engineering or other input, work it through as far as your expertise and research can take it, then form a business business relationship with the experts you need. At some point it is likely you will have to create some kind of a business relationship with people who have technical expertise that you need.

Finally,  don't take this as legal advice and do consult an attorney.
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