AS FAST AS A TWEET: NEGOTIATE, EDIT, AND SIGN CDAs IN NO TIME

In our get it done now world, there is no place for getting confidentiality agreements (CDA) done to old fashioned way. You know: (1) sending or receiving a CDA template, (2) sending it to your Legal Department for edits, (3) forwarding your Legal Department’s edits to the prospective client, (4) the prospective client sending it to their Legal Department, (5) the prospective client’s Legal Department accepting or rejecting your edits and adding new edits, (6) the client returns the re-edited document which you, in turn, send to your Legal Department, (7-9) the Legal Departments’ volleying the red-lined document back and forth until they settle on agreeable language, and finally (10) the document getting sent for electronic signature. This just does not work anymore. And it slows the sales process down. You can’t get a request for price (RFP) application without signing a CDA. You can’t present customized solutions to prospective clients without a CDA. And, if you just sign a template CDA that is not customized for your particular business situation, you could be putting your company at substantial risk and exposure.

REAL-TIME CDA

The better way to get CDAs done is the negotiate, edit, and sign them in real-time. You can do real-time CDA processing by using a document collaboration system. A document collaboration system allows you to securely host your CDA document. You share access to the hosted document to all parties that need to review and edit it. In our example above, you would send share links to your Legal Department, your client, and your client’s Legal Department. Each party would have a password-protected link to the hosted document. Each party is individually identified in the host document as an editor. Each editor can change the document, add comments to accompany the edits, and (with many document collaboration systems) video chat in real-time to discuss any finer points in the CDA. You, of course, control what level of editing each party has. Once the terms and language are mutually agreed by the parties, you can simply save the final document as a PDF and send it for electronic signatures.

GET IT DONE

What if one party (e.g., client’s Legal representative) is not available for a real-time edit session? Will this slow down the document collaboration process? No; not at all. Since you are sharing the hosted document and sending links to editors, an editor can always access the latest version of the hosted document (until you revoke access to it). So, if a party cannot attend the real-time session (e.g., absent due to a schedule conflict), that party can still access the latest document, make edits and add comments. All parties with access to the document can view these edits and comments once entered. It is not ideal compared to real-time collaboration, but you can still process the document faster than the old fashioned way.

Staying one step ahead of your competition requires you to quickly respond prospective clients. A slow CDA process does not help you. In fact, it may be a signal to your prospective client that your organization is not as responsive or business savvy as it says it is. Take advantage of document collaboration technology. It looks good and may win you more business.

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About the Author.

Nat James is a practicing North Carolina attorney in the Research Triangle Park area. Mr. James has drafted, negotiated, and closed business contracts for clients since 1992. This material represent his observations from past experiences. It is not intended to provide you legal advice nor does it create an attorney-client relationship between you and Mr. James. If you need legal assistance, seek independent legal counsel by contacting your State Bar or State Bar Association.