A vendor told me our NDA was too long, and they were right

Last month I was on a call with a new logistics partner in Cleveland, and their legal guy said our 12 page NDA felt like a trap. I laughed it off at first, but then he pointed out three clauses that overlapped and one that was straight up unenforceable in their state. I spent an afternoon reworking it down to 4 pages with the help of a freelance contract lawyer, cost me $350, and suddenly three prospects stopped stalling on signatures. It hit different because I always assumed longer meant safer, but it was actually scaring off small vendors who didn't have legal teams. Now I ask every new partner to flag anything that feels off before we sign, saved me a headache with a second firm already. Has anyone else found that slimming down your paperwork actually gets deals moving faster? What's the trickiest clause you've cut?

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dylan46328d ago

Six years ago I had a 14 page NDA from a big client that took three weeks to get through their legal, and when they finally signed it they told me they had a boilerplate version they use for everyone that was 3 pages. I remember feeling stupid for not asking sooner. One thing though, you said the clause about their state being unenforceable, but NDAs are usually governed by whatever state is written in the agreement, not where the vendor is located, so if that lawyer was right about it being unenforceable it might mean your contract had a weird choice of law clause or something they could actually fight. Most small firms just sign whatever they get, so honestly the length thing is more about trust than actual legal protection. I cut a non-compete disguised as a confidentiality clause once, that was the trickiest one, because it sounded normal until you read it twice.

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