NDAs (Non-Disclosure Agreements): before accepting a job?
Thread poster: ICL

ICL  Identity Verified
Spain
Local time: 17:39
English to Spanish
+ ...
Jan 19, 2006

Hello,

I just quickly searched the forum database to see if this question has been asked here before, but could not find any specific message about this.

So I was wondering if any of you have read something similar here and so could point a reference to me or, if not, if you could kindly give me your opinion about this issue.

I am in contact with a promising company, but they have requested me to sign an NDA "BEFORE" actually having taken their translation test and before having been "OKed" as a potential translator for their company.

As I understand an NDA is actually for work you are going to perform (that is, with an already agreed project of some kind), I would imagine the logical thing would be for a company to ask me to sign the said NDA "AFTER" I am already accepted as an "approved" translator (in this case, I suppose based on the test).

Is it normal for companies to request signing such NDAs without actually giving work? I am not totally convinced about this.

Thanks in advance for your feedback,

Ivette


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Evert DELOOF-SYS  Identity Verified
Belgium
Local time: 17:39
Member
English to Dutch
+ ...
Perfectly acceptable Jan 19, 2006

Ivette Camargo López wrote:


Is it normal for companies to request signing such NDAs without actually giving work? I am not totally convinced about this.

Thanks in advance for your feedback,

Ivette


It's a perfectly acceptable procedure, Ivette.
They just don't want to give out names (etc) before you sign their NDA.
Have signed a bundle of them myself, and I also ask colleagues to whom I outsource to sign mine.


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Giuliana Buscaglione  Identity Verified
Austria
Local time: 17:39
Member (2001)
German to Italian
+ ...
It's fine Jan 19, 2006

Hi Ivette,

I think it is okay, especially if information contained in jobs to come will be very sensitive and confidential.

I have signed myself some.

After all, you only agree not to reveal confidential information, something any professional should do anyway with or without NDA.

Giuliana


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Daina Jauntirans  Identity Verified
Local time: 10:39
German to English
+ ...
Agree Jan 19, 2006

I agree. I think this is pretty standard procedure.

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Richard Creech  Identity Verified
United States
Local time: 11:39
French to English
+ ...
OK, as long as its just an NDA Jan 19, 2006

They want you to agree not to disclose anything before they give you something that you could otherwise disclose, which makes sense. And until they actually give you something, the deal is pretty meaningless, as you have nothing to disclose in any event.

You should be careful to check other provisions that may be in the agreement, however, such as non-competition agreements. You surely don't want to restrict your right to compete with a company unless they actually give you something in return (e.g. work)


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ICL  Identity Verified
Spain
Local time: 17:39
English to Spanish
+ ...
TOPIC STARTER
Restricting before working Jan 19, 2006

Richard Creech wrote:

You surely don't want to restrict your right to compete with a company unless they actually give you something in return (e.g. work)


Hi Richard,

This is exactly what I was trying to point out (I don't know if I explained myself correctly). I mean, I guess NDAs are pretty "harmless", but why demand it if you have not been even chosen as an "official" resource? As far as I understand, a translation test, which is the only material from the company I might be in contact with so far, should be pretty much "neutral" or "general", so I wouldnt think that this means getting involved in any customer-specific material which I might risk disclosing. Or is such a test considered "private" and non-disclosable? Then I guess it makes sense and then the NDA might just be routine for them or a "regular policy" just for the tests, but this is the first time I see this.

Even if you have been in the market for quite a while, I guess with all the documents involved in working as a freelance at times you can get a bit paranoid about why they are required, especially when you have to actually sign something...



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Rossana Triaca  Identity Verified
Uruguay
Local time: 13:39
Member (2002)
English to Spanish
Not necessarily... Jan 19, 2006

[quote]Ivette Camargo López wrote:

As far as I understand, a translation test, which is the only material from the company I might be in contact with so far, should be pretty much "neutral" or "general", so I wouldnt think that this means getting involved in any customer-specific material which I might risk disclosing.


If the agency has a specific project in mind, it is quite common that the test translation they send your way is in fact not a general translation at all but a small piece specifically requested by the client, who later on approves the translation and gives you the thumbs up. Most of the time they select bits from the work at hand, which is of course current, sensitive content (hence the NDA).


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Richard Creech  Identity Verified
United States
Local time: 11:39
French to English
+ ...
Don't confuse NDA with Non Compete Agreements Jan 19, 2006

Perhaps there has been some confusion of terminology. An "NDA" is a non disclosure agreement, it deals with promising not to share confidential information. A non-compete agreement, on the other hand, aims at restricting one's ability to work for a competitor of the agency. The two concepts are often dealt with in the same agreement, but they are very different. Signing an NDA before getting work is one thing (proably OK), signing a non-compete before getting work could be extremely dangerous. And even if you do get work from the agency, you need to evaluate how a non-compete may affect your future business.

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ICL  Identity Verified
Spain
Local time: 17:39
English to Spanish
+ ...
TOPIC STARTER
Absolutely, if that is the case... Jan 19, 2006

Rossana Triaca wrote:

If the agency has a specific project in mind, it is quite common that the test translation they send your way is in fact not a general translation at all but a small piece specifically requested by the client, who later on approves the translation and gives you the thumbs up. Most of the time they select bits from the work at hand, which is of course current, sensitive content (hence the NDA).


I fully agree with the above comment: if it is a potential customer's text, definitely I understand the need for an NDA, but the thing is, as far as I know, they are sending me a "general" test, because there is no deadline and no rush whatsover (in fact, they said I could send it at my earliest convenience).

And Richard, thanks for commenting about the "Non-Compete Agreement". I had never heard of this one....


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xxxsarahl
Local time: 08:39
English to French
+ ...
Standard procedure Jan 19, 2006

Some companies like to have NDA's on file before they start giving you work. As long as it's only an NDA, you're not committing yourself to anything you wouldn't do otherwise.

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Derek Gill Franßen  Identity Verified
Germany
Local time: 17:39
German to English
+ ...
NDAs (Non-Disclosure Agreements): before accepting a job Jan 19, 2006

I have to agree with everything my esteemed colleague, Richard, has said above. I see no harm in signing a simple NDA. Non-disclosure goes without saying. Just make sure and read the fine print.


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ICL  Identity Verified
Spain
Local time: 17:39
English to Spanish
+ ...
TOPIC STARTER
Thanks Jan 20, 2006

Thanks everyone for their replies.

Have a good weekend!,

Ivette


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Harry Bornemann  Identity Verified
Mexico
English to German
+ ...
Non-Compete Agreement May 23, 2006

Richard Creech wrote:
A non-compete agreement, on the other hand, aims at restricting one's ability to work for a competitor of the agency. The two concepts are often dealt with in the same agreement, but they are very different. Signing an NDA before getting work is one thing (proably OK), signing a non-compete before getting work could be extremely dangerous. And even if you do get work from the agency, you need to evaluate how a non-compete may affect your future business.

I just found this illustration:



[Edited at 2006-05-23 07:44]


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