Protecting Ideas

Need more info on idea Protection

What is the name of your state?What is the name of your state?What is the name of your state? CA
Hi
First, I was wondering if it would be valid to email a confidentiality agreement & receive acceptance in the same way? I have recently spoken with a large corp in regards to presenting a marketing idea that I don't believe is happening yet, at least in this manner or extent. It would be presented verbally or thru email but might possibly include some written info as well. I am not a business consultant or other interested professional, what protection would you suggest I need right now? I've read about trade secrets,etc but am still not sure if it affects me in this case. Also, if the corp likes my ideas & sharing those is the extent of my interest or involvement, would I need a contract to proceed for payment & use at that point or should this be in the confidentiality agreement from the beginning? Thank you!!
A

First, I was wondering if it would be valid to email a confidentiality agreement & receive acceptance in the same way?

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Maybe, but likely not. How are you going to prove that the right person saw it? Agreed to it? You really need a signed nondisclosure agreement for it to be of any significant protection should you end up in court. Why email -- why not send a letter (registered with a return receipt) or fax, and have them fax or return the signed copy to you?

Who is going to write the nondisclosure agreement?

It would be presented verbally or thru email but might possibly include some written info as well. I am not a business consultant or other interested professional, what protection would you suggest I need right now?

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Verbally like over the phone, or in person? If in-person, you could bring along the NDA with you and have them sign it then -- although they will almost certainly want their legal department to look it over before they sign it.

As far as protection, all you have is an idea. Ideas cannot be protected, except by keeping them secret. An NDA is a contract that basically makes both parties agree to keep everything secret, and if one doesn't, provide for contract penalties. That's it.

I've read about trade secrets,etc but am still not sure if it affects me in this case.

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What do mean by, if it affects me? The ONLY protection you have is trade secret protection; if you tell ANYONE else, then you could lose the protection unless you have some sort of NDA to protect the secret. You gotta keep a secret secret in order for it to be a secret.

Also, if the corp likes my ideas & sharing those is the extent of my interest or involvement, would I need a contract to proceed for payment & use at that point or should this be in the confidentiality agreement from the beginning?

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You need your NDA signed BEFORE you give then any info for maximum protection -- the NDA is NOT the place for any other dealings to take place -- further, the company is also sure not to sign any NDA that also details how they need to pay for the secret. That would be a separate negotiation, likely AFTER the company hears the ideas and can then negotiate for its use, if they decide to use it.