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Who can I share it with? - OneNDA Provision: Difference between revisions
Who can I share it with? - OneNDA Provision (view source)
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Also, it rather points up the misconception of contractually requiring such a notice or a back-to-back arrangement in the first place. For ''failing to give the necessary notice'' is not the thing: no consequences flow intrinsically from that. What matters is that the delegated recipient keeps the information to itself. If it ''does'', it doesn’t matter that no-one told it it had to. If it does ''not'', it doesn’t matter that everyone did. | Also, it rather points up the misconception of contractually requiring such a notice or a back-to-back arrangement in the first place. For ''failing to give the necessary notice'' is not the thing: no consequences flow intrinsically from that. What matters is that the delegated recipient keeps the information to itself. If it ''does'', it doesn’t matter that no-one told it it had to. If it does ''not'', it doesn’t matter that everyone did. | ||
====Resistance is useless==== | |||
This “excluding professional advisers” crud points up the manifest and dull ways in which AI will surely make the pursuit of commerce more pointless, more kludgey, and more apt only to be conducted between persons armed with AI. For this request has entered the NDA canon now, at the behest of some alternative legal service providers to whom firms have outsourced their confidentiality negotiation programmes. If phrase isn’t contained in drafts, it is likely to be inserted into yours at the first time of asking by any firm using an AI NDA facility. | |||
Does it make any difference? Not really. But that is an argument for striking a sentence, not including it for good measure. Does it add heft, confusion, opportunity for argument and continental drift away from the simplest racing lines for a confidentiality agreement — the ones sketched out by [[OneNDA]]? Certainly. | |||
===Reasonableness=== | ===Reasonableness=== | ||
You may see people try to squeeze a [[reasonableness]] standard into their obligation to control delegates: Recipient must take reasonable steps to ensure the delegates do not disclose the information. The consequence of this would be that if the Recipient ''did'' take all reasonable steps: delivered tiresome lectures to all its delegates, ensured they acknowledged them in writing; even extracted a binding legal commitment from them not to break confidence — then it could not be held liable for naughty behaviour by a rogue delegate. | You may see people try to squeeze a [[reasonableness]] standard into their obligation to control delegates: Recipient must take reasonable steps to ensure the delegates do not disclose the information. The consequence of this would be that if the Recipient ''did'' take all reasonable steps: delivered tiresome lectures to all its delegates, ensured they acknowledged them in writing; even extracted a binding legal commitment from them not to break confidence — then it could not be held liable for naughty behaviour by a rogue delegate. | ||