Hugo, (and Dave) read the NDA. This clause is meant to prevent the
information from spreading:
You claim to need the information for THIS, and then start also using
it for THAT.
In this case "THIS" is defined as "writing and maintaining a SANE
driver for the PIE scanner". (The stuff in the NDA is slightly
convoluted. I suggest you (Dave) propose this as a replacement) "THAT"
could be something like developing an NT driver for the things. Or
writing a driver for a competing MS product, when they have promised
MS not to allow that to happen.
Dave, it is perfectly normal that you have a few iterations about a
"contract" before both parties like it. By the time they are editing
contracts, they are sufficiently interested that they won't back out
on a "hey, if I read this carefully, it prevents me from doing what we
agreed on I'd be doing".
> Make a small list of questions they only have to answer with Yes or No and
> let them sort it out.
> The questions that pop up are:
> 1. May a driver be developed based on this information?
Yes. The paragraph before article one says so.
> 2. May a third party use this driver without the author of the driver
> informing PIE or have that third party sign a similar NDA agreement?
Yes. The information that PIE gives Dave is restricted. The NDA says
that the purpose of PIE giving information to dave is specifically to
develop the SANE driver.
> 3. May a third party have access to source code of this driver without
> the author of that driver informing PIE or have that third party sign a
> similar NDA agreement?
I think Dave has talked this over with PIE. If I'd suspect that they
are stupid and TELL me that they really know what GPL means, but in
fact would be surprised if I released source code, I'd just silently
go ahead, and wait for "trouble". In the current world, you cannot
claim that you don't know what GPL is. In case that you've been
confronted with it you should've found out what it means and that's
Clause 7.3 says that the Taiwan law will apply. Everybody wants their
local law to apply. Just say that this is unfair to you and that you'd
rather have it that YOUR local law would apply. But you recognize that
this would put them in the awkward situation. How about using a
law-system that is foreign to both of you.
In that case I can recommend the Dutch law. "Fairness" and
"reasonable" are stuff that makes a difference over here. E.G. the guy
who had a contract in place that said he'd have to pay a penalty if he
didn't deliver his goods in time. Then some truck drivers started a
strike and he couldn't deliver. He did everything he could but wasn't
able to deliver on time. The penalty clause would've bankrupted him
instantly, but the courts ruled that he had done everything he
-- If it's there and you can see it, it's REAL |___R.E.Wolff@BitWizard.nl | If it's there and you can't see it, it's TRANSPARENT | Tel: +31-15-2137555 | If it's not there and you can see it, it's VIRTUAL |__FAX:_+31-15-2138217 | If it's not there and you can't see it, it's GONE! -- Roy Wilks, 1983 |_____|
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