Non-Disclosures And Why You Have to Sign Them

Employment agreements and contracts typically have a clause that says something along the lines of: “I won’t spill secrets outside the company, not even to my dog, competitor or new Facebook friends.” (The clause is in legalese, but that’s the English translation.) It’s there to protect a company’s “secret sauce,” or the next big thing that’s going to create millions in sales and transform the business into the unchallenged market leader.

But is that secret sauce really so secret?

How do you feel about signing non-disclosures? Share your thoughts in the comment below. 

An article in Forbes points out that we might not be the only ones who have thought of our great new idea. After all, if we’ve seen a market opportunity and are hurrying to take advantage of it, our competitors most likely are doing the same thing.

“We believe that our ‘customization’ will give us an advantage, hence we keep it ‘secret’. We’re unaware that everyone else is doing the same.” – Bruce Upton

Just because something is secret doesn’t mean it’s unique. There are exceptions, of course — some algorithms, for example, are truly unique. Those ideas are typically patented. For the rest of us, the power of our secret sauce isn’t secrecy. It’s our ability to do it faster and better than our competitors. Don’t forget that secrecy is temporary — eventually you’ll ship and then it’ll have to be better, not just more secret.

4 Responses to “Non-Disclosures And Why You Have to Sign Them”

  1. Repost from LinkedIn:

    ‘ I enjoyed reading both what Catherine Powell and the link to a Forbes article ‘Pet Rocks of the Software Kind’ By: Bruce Upbin: [].

    Not to be ‘Grandious’ but it was synergistic with my own quick and dirty post on the LinkedIn ‘Intelligence & Security’ (SECINTEL – Concirns Focous Group) Article Sited is Titled:

    ‘Keep this Frequency Clear’ – ǂSong Lyric By: ʔMajor T.ʕ

    First I will comment on the Forbes article about Softwear Petrocks. I actually did have this idea. It came to me while working at Petris Technology, Inc. (See my LI Profile); and continued into employment with: Fidelity National Financial (FNT). My ‘Softwear Petrock’ was however a bit diffrent. It was as Forbes states ‘Just a highly configurable widget…’ – (NDQ). The basic idea stems from: Woodstock (Flower Power), and Natural Science (DNA of Flowering Plants). My ‘Petrock Widget’ was esseciantly a ‘Potted Flower’ which the user could place on thier Microsoft Windows Desktop. Users could give a flower seed or cutting to a friend or purchace thier own from the vendors of flower makers. The insides of the ‘Flower Power’ was a patentable secret. It employed ‘Digital DNA’ (Something Microsoft Patented or Trademarked). It was basically just a hashtable which used actual scientific theories based on common genitics to allow flowers to be cross polenated with friends, family ect. New ‘Flower Power’ traits could then be assimulated into the flower based upon the flowers own basic ‘Digital DNA’ to accept the change or reject the change. When describing the idea to other softwear engineers I explained others could create: Bees, Birtds, Moths, Etc. to aid in the pollenation process…

    A more true orgion of this design comes from the movie: ‘The Matrix’. A movie I watched while emoployed at ChannelPoint, Inc. This is where 70+ of the greatest Softwear G33K(5) in the world from (SunMicro Systems, and Cray Supercomputer) mentored me in the ‘Art and Method of the HACK) .: HACKer refers to Sage Level (Dr. and PHd.) Level programming skills…’Not Breaking and entering, or CyberTerrorism’ The ‘idea I realized’ while working under thier direction was to take the HUGE DATA and make a ‘Garden of EDEN’ a simpler to manage ‘Skin of Augmented Digital Reality’ to manage… Mearly because for me and most Hu-Mans… The visual Cortex is the most highly developed and able to process much more information and detail… Ie. I expect to see only Good Menivelt Worker Bees tending my Garden, if there is a: Lion and a Cobra (DiVinci and Sinead O’Connor art references) running around in my ‘Garden’, Business, or List of Managable Concerns I need to take action to remove and ‘Up Root, or Root Level Wipe’ the orgion of thier occupation in my garden…

    As for NDA(s) and National Secrets… I will tell you this legaly, I have signed so many… That I, at this point in life honestly belive I cannot be ‘Legaly’ Employed by anyone to do much more then the job of a ‘Busy Housekeeper’ or other such aid…

    For Example: The previous night I designed a prototype for ‘Dark Glasses’ much like used in the movie ‘The Matrix’ which have the complete ability to allow the user to live in augment reality and gain a SA (Situational Awearness) above that of normal Human beings natural state of normal function, but would after time allow the user to engage more of the brain they have to operate and function to manage and live as they would feel more comfortable in the natural world… I know the patent office would never allow me to manufacture them and sell to the general public. That is a National Secret… Ie. This is why little Grey men have huge Dark Almond eyes…

    Although I would love to have a pair myself…Wouldn’t you?


    ǂ: @ProtoBytes is not exactly certian of the exact song lyrics orgion site:


    † Origional article:

  2. Disclosure or not I understood whatever code I wrote belonged to my employer. The possible exceptions to that generalization being tools that I developed, login scripts, editing initialization files, etc.

    Funny though that a few years after I was released from one company the new manager contacted me asking if I had any copies of the programs I developed. It seems the former manager had binned everything and anything I touched and there was no source code to be found. How’s that for spite?

    • I am lacking the empathy required to derive the meaning of the usage of the word ‘Binned’; I correlated it to: [] (Data Binning). Assumption is that they have taken your functional code and placed it into a continious process of updates and modifications. If you had created some sort of AI and your code was the DNA that would be canibalism…

      And the usage of the word ‘Spite’. I understand it’s a word for disgrunteled. But whom is in the state of continious ‘Spite’ you, your employer, or the users of your modified code…

      If they ‘Binned’ you due to ‘Digital Flames’ produced by your contributions to thier working methodology and digital ecosystem, I would hope they ‘Digitaly Binned’ you…. Such as a Pro Golfers Caddy is Binned from the fame and fortune attributed only to the one swinging the club….

      The other day I myself, ‘Full of Spite’. designed a new form of Golf for both Cluber and Caddy. The ball has a GYRO and GPS system the Caddy and help drive the ball into the hole…And the swinger or driver of the club mearly swings for best direction based on the caddies usual recomindations of wind and green. This method they both would have equal entitlement to be in the ‘Fame and Fortune’ spot light.

      Would you agree?