We are a new start-up currently building a CRM/Sales team management package that we plan to bring to market in a couple of months (we are based in UK). We already have our launch customers in place but are now turning our attention to our marketing plan for our launch to the market in general. As such, we are meeting with three prospective marketing agencies later this month to show them the product as it is and explain our target market for them to pitch on getting our business. The question I need help with is do I get these agencies to sign non-disclosure agreements or can I just proceed on the basis of trust? I like the look of these agencies and don't want to scare them off but I do want to protect our interests. Just for note, our package has it's strength in that it comes at the CRM market from a new angle targeted towards specific market sectors so there is nothing amazingly proprietary - however, there are some neat features that are unique to us in the way they are done and wouldn't like them getting pinched! Sorry for the ramble - this is my first post!!
Get them to sign an NDA.
They are the service providers, and it's their interest to win your business. Not another way around. I can't see any reason they are not willing to sign it.
I am not a big fan of NDAs and I also do see a trend with experienced/seasoned entrepreneurs wasting less time on lawyer-enriching docs and rather practicing good selective information sharing. Ideas are worthless without execution and execution is something you can't really copy.
Another issue: enforcing NDA is expensive and time consuming, something most startups don't have (time+money). I personally choose to invest more time on developing relationships of trust, where both parties don't really need anything but a several page human-readable documents outlining basic expectations from a relationship.
But if NDA makes you feel more comfortable, at least get one done that is 100% mutual. I have written an article on the subject "How to create a Non-Disclosure Agreement people can understand "
Sadly, most attorneys are not capable of writing such documents, since many won't stop using extremely adversarial style language.
Hendro nailed it. You need to get an NDA in place that is mutual (which means you don't talk about their stuff either).
You can have preliminary discussions without an NDA but limit it to what is known in the public domain or topics you don't care about people knowing.
I don't think you will scare them off at all. Putting an NDA in place is the natural way business is done.
Again, the terms should be mutual and be "middle of the road." They are not a competitor but rather a partner, so you don't really need to worry about them stealing your idea. What you do need to worry about is your idea/product leaking before you are ready.
If anyone of these companies does not want to sign an NDA, then don't use them.
NDAs make sense when you are developing a new product and want to get a head start against potential competitors. However, I'm not really sure how meaningful they are at the marketing phase. In fact, you are asking those agencies to get the word out there: why the hell would you need a non-disclosure agreement? Perhaps you are waiting for a given date to launch and are afraid of information leak? Even then, I'm pretty sure a NDA wouldn't be that helpful since it would be pretty hard to trace the source of a leak anyways... In my opinion, you could proceed on the basis of trust.
Get them to sign a basic NDA. This is your IP - you should protect it.
In addition, for the preliminary discussions with the firms, you might want to use a code name instead of your true brand name. We are doing this with the start up on which I am working now and it's helpful and has not constrained our discussions.