| Pages in topic: < [1 2 3] | Non-Disclosure Agreement: Is this typical? Thread poster: Rebecca Lyne
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Lincoln Hui wrote:
Yasutomo Kanazawa wrote:
I stopped reading at "for a period of 10 (ten) years after the last service provided for XX".
Why should I be legally bound for this client, agency or whoever this could be, for a few hundred or maximum few thousand Euros or US dollars? If we're talking about multi-million dollar project, I might reconsider.
Yes, to stop reading in the middle of a sentence is a very good way to look like an idiot.
Does stop reading in the middle of the sentence make me look like an idiot?
I did actually read some of the terms and conditions of the non-disclosure agreement, and I thought to myself that this is not for me.
Does that still sound idiotic to you?
| | | | | Couple of thoughts | Jul 17, 2015 |
@Viesturs Lacis,
Hi,
Since you seem to be well versed in legalese and interpreting it, would you comment on the following two clauses from the initial poster's example and my interpretations:
Rebecca Lyne wrote:
- acknowledge that I have no economic, intellectual property or other rights in or to the documents and information sent to me by XX as part of my mission or obtained during the same,
What type of documents and information are these - obtained during the mission (= during the provision of services);
Obtained from whom and containing what? Information and documents that contain the same content as the documents and information sent by XX?! I could interpret this as my waiving of any right to use this information later, as in other translations, in form of a TM/glossary I develop. I am sure this means stretching the meaning of "obtain," and this might not have been the intention for this clause - to prevent my use of obtained information as a reference for my later work - but, in general, one could say you have no right whatsoever to any of the information you obtained throughout the project/mission for about 10 years.
Rebecca Lyne wrote:
- authorise XX to forward my written translation to their client for publication, full or partial reproduction, adaptation or subsequent translation or for my interpreting to be recorded subject to payment of the corresponding fees, ...
Basically, you agree that the client can do anything with your translation, which seems right because you sign over ownership to the end client in exchange for payment. The only issue I see here is that the client or someone to whom he/she entrusts that translation can legally load HIS/HER translation into a CAT tool later and thus use, in some form, YOUR translation skills so to speak for free. Just a point. Not trying to start a debate.
And with regard to your thoughts:
Viesturs Lacis wrote:
This is merely a general observation on my part. I am saying nothing about abusive clauses - I am well aware of their prevalence, have been offered such clauses by clients, have negotiated over some and rejected some others as unacceptable. I see nothing unreasonable about assuming that the person who drafts a contract has done so primarily to the best of their interest, nor about being prepared to evaluate the extent to which such offer corresponds to translator's own interests. That is precisely what happens in an "equal relationship between independent businesses". More often, though, one party will have more bargaining power than the other. I am not sure whether the translators will ever be in that position re:translation agencies and other clients, but I don't hold out much hope for that, at least until complete, legally recognized professionalization of translation has taken place.
While the example the poster showed us in this thread is indeed quite reasonable, I would say there are many agreements out there that ought to be rejected by any professional translator, mainly because they go way beyond anything a non-disclosure agreement should cover. You say that the translator has less bargaining power than the agency/client when it comes to these agreements, but I would recommend to anyone to be very careful about what you agree to and to not ever let yourself be bullied into signing abusive clauses or something you don't understand just because you think you need the project. Only if translators realize that professional business requires mutual respect will there be positive changes in our profession.
[Edited at 2015-07-17 16:49 GMT]
| | | | Samuel Murray 
Netherlands
Local time: 22:36
Member (2006)
English to Afrikaans
+ ...
| The big problem for me... | Jul 18, 2015 |
Rebecca Lyne wrote:
- acknowledge that I shall not be subject to any restriction if I can furnish evidence that:
This is the big problem item for me, namely that you have to "furnish evidence" that any of the undermentioned things have occurred. For example, if the client claims that you are the one who is responsible for disclosing the content if that content appears somewhere online, then you are assumed guilty of disclosing it until you can provide evidence that the disclosure was done by someone else. Or suppose it was given to you by a previous client, then this item forces you to disclose the name and contact details of that client and the nature of the job that you did for them.
If this was me, I'd cross out the words "I can furnish evidence that".
- acknowledge that I am authorised to disclose the said information for the performance of my work for XX – as applicable – to members of my staff on a need-to-know basis, provided that the aforementioned persons have been informed, in writing, that the information is confidential and agree to be bound by this non-disclosure agreement,
- acknowledge that I am responsible and accountable for the aforementioned persons in the event of any breach of this agreement,
This pair of statements is only a problem if you actually disclose such information to "staff".
- acknowledge that I have no economic, intellectual property or other rights in or to the documents and information sent to me by XX as part of my mission or obtained during the same,
- authorise XX to forward my written translation to their client for publication, full or partial reproduction, adaptation or subsequent translation or for my interpreting to be recorded subject to payment of the corresponding fees,
These two statements basically gives the client permission to publish your translation, in case you live in a country where getting paid for a translation does not automatically mean that the client is now authorised to publish your translation. I have no objection to this.
- represent that I have entered into a non-disclosure agreement with the technical support services I use, particularly for computer-aided translation, and undertake to furnish evidence thereof if XX so requests.
If it was me, I'd have to cross out this entire line, because I don't have NDAs with technical support services other than that which is assumed by default.
| | | | Daryo
United Kingdom
Local time: 21:36
Serbian to English
+ ...
| this cloudy idea ... | Jul 20, 2015 |
Sheila Wilson wrote:
Tom in London wrote:
They may know where their own servers are but they can't control your data when it ends up on other servers elsewhere. Those other servers could be anywhere from Kazakstan to Kentucky.
They call this "the Cloud" to make it seem white and fluffy, but in actual fact it's big box buildings on the outskirts of cities, controlled by God knows whom. That's where your data is.
I don't fully understand all this server business, but surely there's a difference to having data on a piece of hardware (e.g. a hard disc) and having it in the cloud, isn't there? I hope I can trust an IT technician not to upload my data to the cloud. He (or she, of course) may well have to connect my computer to the internet for one reason or another, but surely via a secure link.
a "server" is a computer [or a whole network of computers acting as one] that is keeping some data and "serving" that data to whoever asks and appears to be authorized to do so, a kind of very fast filling/archiving system.
ASAK, no one has yet invented ways of storing data without using some palpable physical support - tapes, hard disks, memory chips ... so the marketing BS term "Cloud" refers in actual facts to a very down-to-earth collection of computers; to be true, as far as the user is concerned his/her data are in a "Cloud" of sort - floating in some unreachable undefined place - as these computers could be absolutely anywhere on Earth where there is a connection to the Internet.
Put it simply - storing anything in the "Cloud" means you have no idea where you data will end-up, which local laws will apply nor who will have effective control over it. A bit like using the Internet anyway...
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