An NDA Nightmare — Always Read Before Signing

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Photo by Cytonn Photography on Unsplash

Non-disclosure agreements aren’t something most fiction writers have to worry about. They are, however, fairly common when writing RPGs, tie-ins, and apparently comic books.

In most cases, they aren’t a problem. They’re a simple agreement not to talk about the project until it’s published without permission. Companies use NDAs to protect their property and/or control marketing hype (for example, a publisher may not want a project talked about extensively too far from publication because then by the time it’s out people have already heard too much).

But like any other contract, you had better read it carefully before signing.

A Dodged Bullet

The company wanted a scriptwriter. I was trying to break into comics (an ambition I still hold, but there are few openings). It seemed like a solid opportunity. They were an entertainment company and they wanted tie-ins. They were also looking for an artist.

We didn’t discuss pay, this was a project I was willing to do for a relatively small amount of money. After some back and forth they told me they had a bible for me, but I had to sign an NDA first.

Fine.

Until I got the NDA and read it.

It wasn’t just an NDA.

It was an NDA/non-compete. It declared that anything I wrote, for “as long as I worked on the project” that remotely looked like it was inspired by their material belonged to them.

I could immediately tell this would affect at least one of my existing projects. It was so broad I would have been afraid to write anything set in any kind of urban fantasy or near future urban science fiction world.

I told them I could not sign this as written but was willing to negotiate.

I never heard from them again.

Note: We still had not discussed payment. Not that I would have been willing to sign that even for good full-time pay, but I had not received a penny. I had not even been offered a penny, other than a statement that there would be money involved.

I’m going to put it out there. No, I am not a lawyer and this is not legal advice, but never sign a non-compete without talking to a lawyer first.

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Photo by Scott Graham on Unsplash

What Should You Be Willing to Sign?

A fair, reasonable NDA should contain language that specifies the following:

  1. You are not allowed to forward any materials the company sends you to any other individual. (This does include your spouse).
  2. You are not allowed to discuss the project with anyone not involved in it until certain conditions are met. This might be “not until publication,” it might be until a certain period of time before publication. It might be “not without permission from us in writing.” In many cases you shouldn’t even mention that the project exists.

That’s it. Now, some RPG companies have “company-wide” NDAs. Instead of referring to a specific project, they cover anything which might be, say, discussed in the company’s Slack. This is a warning sign that you will probably be pulled into many brainstorming sessions. This is not always a bad thing. Except when they don’t end until 1am…

The words “non-compete” tagged in are an instant red flag.

And if in doubt, please talk to a lawyer. It may not seem worth involving one over single work contracts, but if you plan on developing a relationship with a company, get a lawyer.

If you are worried about something, get a lawyer or walk away.

(Is there an amount of money for which I’d sell my entire career? I…honestly don’t think so).

Written by

Freelance writer, freelance editor, novelist and short story writer. Jack of many trades. https://www.jenniferrpovey.com/

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