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Agency insists on NDA just because I'm in database, while I do not wish to work on that project
Thread poster: Annamaria Amik
Christine Andersen
Christine Andersen  Identity Verified
Denmark
Local time: 07:32
Member (2003)
Danish to English
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An NDA is not the same as unlimited liability May 11, 2019

In the good old days, and NDA was a small, polite document on which clients and translators (or others in business) reminded each other that they had signed codes of conduct and would treat each other's confidential information in a responsible manner, and not disclose it except for compelling reasons to authorities who needed to know.

Fees, payment and delivery and other practical arrangements were not part of the NDA, and were agreed on separately.

All the pages of th
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In the good old days, and NDA was a small, polite document on which clients and translators (or others in business) reminded each other that they had signed codes of conduct and would treat each other's confidential information in a responsible manner, and not disclose it except for compelling reasons to authorities who needed to know.

Fees, payment and delivery and other practical arrangements were not part of the NDA, and were agreed on separately.

All the pages of threats and liability that have accumulated later are in fact side issues.
In the case of freelancers and single-person companies, they are totally unreasonable and unrealistic.

I have translated lots of contracts for big suppliers and contractors who limit their liability to damage directly caused by their product. They firmly refuse to be liable for loss of business, loss of profit, third party losses and all other indirect losses. They may also limit the amount of damages they will pay for any one event, presumably because that is al their insurance will cover.

Small companies can take all reasonable precautions and take out insurance, but they simply do not have the assets or cover for unlimited claims. I sometimes hear that these situations never arise in practice, or that the claims would not stand up in court, but in that case, there is absolutely no reason to circulate them and ask people to sign them.

A client is also responsible for checking and inspecting translations or other goods and services before passing them on to their clients. As suggested above, offer them your own NDA, and if they cannot accept reasonable terms, then simply refuse to sign anything, and tell them to remove you from their database.
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Jo Macdonald
Michele Fauble
Annamaria Amik
 
Annamaria Amik
Annamaria Amik  Identity Verified
Local time: 08:32
Romanian to English
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TOPIC STARTER
Liability under the NDA May 11, 2019

Christine Andersen wrote:
All the pages of threats and liability that have accumulated later are in fact side issues.

I sometimes hear that these situations never arise in practice, or that the claims would not stand up in court, but in that case, there is absolutely no reason to circulate them and ask people to sign them.

As suggested above, offer them your own NDA, and if they cannot accept reasonable terms, then simply refuse to sign anything, and tell them to remove you from their database.


The liability this NDA mentioned was only for violations of the NDA. I told them I would not sign anything that stipulated unlimited liability, in any situation, and especially because I did not want to be part of that project anyway. The agency then offered, by e-mail, to split any such damages. All this ridiculous exchange because they want no "administrative burden", which, like Paul said, was exactly what their cut was for. I advised them to create a project team, and that's the end of it, as far as I am concerned.

Thank you again for your valuable thoughts!


Dan Lucas
 
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Agency insists on NDA just because I'm in database, while I do not wish to work on that project







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