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Conversation Starter
I’ve been battling this too as my company does a lot of contracts. Most signatories still fill it out wrong because most of them don’t even know their legal entity name. I’ve had to break it down like this to management: “My preference is getting the name right in order to protect you. So we have two options here—devote time to getting the name right or getting stuck with an unenforceable NDA. I think the best way to accomplish this is to send all NDAs to me before they head out the door just so I can do a quick check on entity name.”
Also, try to add language to the form NDA that covers affiliates, trade names, etc. It’s not bulletproof by any means.
I wish you luck. Clients like that make me feel like we’re babysitting children who insist on touching a hot stove.
Conversation Starter
Woah, that’s a whole other story. Yeah time to look elsewhere.
Chief
No judge is going to hold an NDA invalid because the counterparty wrote "Apple" instead of "Apple, inc.". That's the kind of nonsense technicality that only works on tv. You get their signature, name, and title at the company on the doc and you're good.
Also, you should definitely leave this job. Nobody should ever be yelled at or name called.
Conversation Starter
@Chief I believe the sample text is a prefilled response, which means they would have to delete it and write something else and could zip through completing a required field by leaving the sample text, so assume I would get alot of results with that sample text sent back to me. I’ll have to play with it and see if there is another functionality.
Deal with this on the daily. I often go to the counterparty’s website to see if they have their full legal name in their address or T&C or try to look it up on the relevant state’s SOS website. Have tried to explain to so many business people what a legal entity is and how it’s not a marketing name and why we need the legal name, and then by the time they send me the next NDA they have forgotten.
I feel your pain. I love a non-Delaware co when I can actually get some real information on the website because almost every other state shows more info.
This is a non-risk. (1) No one is suing over an NDA, (2) even if someone did, per another response here, no judge is going to look at the NDA and say “ABC COMPANY, INC” incorrectly listed itself as “ABC CO.”, with the signature of an employee of someone holding themselves out to be an authorized rep if ABC COMPANY, INC.
Also just risk appetite. At the end of the day, we’re so short staffed and get so many NDA requests a day, we’ve trained out business people how to draft the NDA through our CLM system and leave it up to them. If they blow it, they blow it.