S
SweetPete
Guest
What is the name of your state? OH
I'm in the process of getting ready to launch a new business. I will be providing to a very specific clientele a custom Internet search engine which searches specific web site databases in specific States for very specific information. As I did not know better when I began writing the software, I used a brute force approach to perform the search - my software simultaneously queries all the specific web site databases, performs some further filtering of the search results, and then finally provides the user with a list of links to the specific information they are looking for. Works fine, but...
I recently found a Company that collects data and sells access to its databases at relatively low cost. One of the Company's databases is a 50-State collection of ALL the information my clients seek. Clearly, it would be GREAT if my software could go to one database (with direct SQL access) to look for information rather than (slowly) search 100's of web site databases. Hence, I initiated contact with the Company's biz development manager. I described to him what I need to do just as I did in my 1st paragraph above - no mention of who exactly my clients are, what information they're search for, and what it is they're going to be doing with that information. The Company's biz dev manager then faxed me a mutual non-disclosure agreement and told me I had to sign it before we could proceed any further. He said that the next step would then be for me to reveal to them exactly what it is that I'm doing, including who my clientele is, what kind of information they're searching for and what they're going to be doing with that information. I will, in essence, be telling the Company my entire business plan in one sentence. I more clearly understood the Company's reasoning for wanting to know this information when he told me that it's standard policy for them to run this type of information past the Company's legal dept. before negotiating a deal with someone in my position in order to make sure that neither I nor my clients are doing anything illegal with the information.
Now here's the problem. The mutual NDA he sent me is generic - it simply prevents me from telling a 3rd party about what the Company is doing, and prevents the Company from telling a 3rd party about what I'm doing. I'm not so much worried about them telling a 3rd party about what I'm doing, but rather I'm worried about THEM, the Company, stealing my idea. The Company is a potential competitor, which is what makes this whole situation so sticky. They could EASILY take my idea and implement it themselves, and wipe me out overnight with their 50-State coverage as opposed to my current 1-State coverage. It's my understanding that NDAs, in general, only protect you and your specific product or service, not an entire business concept.
I hope I've provided enough information for the following questions. Can anyone provide me with some general advice on successfully negotiating a exclusive deal with this Company? I REALLY want to partner with them - it would make my software SO much more efficient and complete, it would eliminate the Company as a competitor, and assuming I could have an exclusive contract with the Company, I would eliminate any other potential competitor from using the Company's database. Would it be wise for me to see how far I can get by simply telling them what I REALLY want, which is unfettered access to their database for a unlimited number of users performing a unlimited number of searches? They can name their price - monthly, yearly, etc. - and if bandwidth is a problem, I'll pay for the extra bandwidth or host the database on my own server(s). As a side note, the general public can search the database for a few $/search, and few more $ to see detail information.
HELP!!! I've got lots of customers with money in hand, just waiting for me to deliver the software.
I'm in the process of getting ready to launch a new business. I will be providing to a very specific clientele a custom Internet search engine which searches specific web site databases in specific States for very specific information. As I did not know better when I began writing the software, I used a brute force approach to perform the search - my software simultaneously queries all the specific web site databases, performs some further filtering of the search results, and then finally provides the user with a list of links to the specific information they are looking for. Works fine, but...
I recently found a Company that collects data and sells access to its databases at relatively low cost. One of the Company's databases is a 50-State collection of ALL the information my clients seek. Clearly, it would be GREAT if my software could go to one database (with direct SQL access) to look for information rather than (slowly) search 100's of web site databases. Hence, I initiated contact with the Company's biz development manager. I described to him what I need to do just as I did in my 1st paragraph above - no mention of who exactly my clients are, what information they're search for, and what it is they're going to be doing with that information. The Company's biz dev manager then faxed me a mutual non-disclosure agreement and told me I had to sign it before we could proceed any further. He said that the next step would then be for me to reveal to them exactly what it is that I'm doing, including who my clientele is, what kind of information they're searching for and what they're going to be doing with that information. I will, in essence, be telling the Company my entire business plan in one sentence. I more clearly understood the Company's reasoning for wanting to know this information when he told me that it's standard policy for them to run this type of information past the Company's legal dept. before negotiating a deal with someone in my position in order to make sure that neither I nor my clients are doing anything illegal with the information.
Now here's the problem. The mutual NDA he sent me is generic - it simply prevents me from telling a 3rd party about what the Company is doing, and prevents the Company from telling a 3rd party about what I'm doing. I'm not so much worried about them telling a 3rd party about what I'm doing, but rather I'm worried about THEM, the Company, stealing my idea. The Company is a potential competitor, which is what makes this whole situation so sticky. They could EASILY take my idea and implement it themselves, and wipe me out overnight with their 50-State coverage as opposed to my current 1-State coverage. It's my understanding that NDAs, in general, only protect you and your specific product or service, not an entire business concept.
I hope I've provided enough information for the following questions. Can anyone provide me with some general advice on successfully negotiating a exclusive deal with this Company? I REALLY want to partner with them - it would make my software SO much more efficient and complete, it would eliminate the Company as a competitor, and assuming I could have an exclusive contract with the Company, I would eliminate any other potential competitor from using the Company's database. Would it be wise for me to see how far I can get by simply telling them what I REALLY want, which is unfettered access to their database for a unlimited number of users performing a unlimited number of searches? They can name their price - monthly, yearly, etc. - and if bandwidth is a problem, I'll pay for the extra bandwidth or host the database on my own server(s). As a side note, the general public can search the database for a few $/search, and few more $ to see detail information.
HELP!!! I've got lots of customers with money in hand, just waiting for me to deliver the software.