Get it Right, Not in Writing

Get it Right, Not in Writing

We've all heard the advice that entrepreneurs should get EVERYTHING in writing.

Get every agreement on paper early and always, put a copy in a safe place, and have the agreements updated when people and environments change. People come and go in every role, and there is no such thing as institutional memory. People only remember the agreements which benefit them.

Now that your hard drive is running out of space with all those folders and agreements, here are some things to consider the next time someone shoves a NDA in front of you:

1. People do business with people, not paper.

2. Yes, there are many circumstances where you have to have written agreements to CYA and because of certain legal requirements. You can't just verbally agree to license your technology to someone. However, most are not worth the paper they are written on if you don't trust the other person.

3. Whenever possible, never do business with people you don't trust. Life is just too short. Even if you trust and verify, it comes with a cost.

4. Unfortunately, you will sometimes have to do business with people who disappoint. If possible, particularly is you have the time and runway to test the waters, structure engagements and partnership and advisory services on a pilot basis. Like online dating, go to Starbucks for a cheap date first before introducing your new favorite for dinner with your parents.

5. When appropriate, refuse to sign NDAs. Venture people don't. Why should you ? You can talk about your idea without divulging the secret sauce. If and when the time comes (most of the time it won't) , you can formalize things.

6. Before you sign the next piece of paper, ask yourself, " How will I feel when this thing goes south?" The more mission critical, the more necessity for written documentation. Are you ready to sue or walk?

7. Under promising and over delivering usually makes the issue moot.

8. Offer a free trial offer or "coupon" After you have talked about how you can add value , walk the walk for a few weeks for free. Give 'em something to talk about.

9. If you do sign something, read it first. If you don't understand what you are signing, find someone to explain it to you. If you don't want to sign it, don't.

10. Your most valuable asset is your time. Guard it jealously. Do you really want to vest your options over 5 years? Do you really want to agree to not talk about someones else's technology for three years? Do you really want to agree to a non-compete or restrictive covenant for years and years? Do you really want to agree that it's OK for a client to pay you net 60 days?

OK. Sometimes you just can't get what you need without signing on the dotted line. Have you considered invisible ink instead of Docusign?

Arlen Meyers, MD, MBA is the President and CEO of the Society of Physician Entrepreneurs.

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  • Alex Petrini

    Spot on. Most of us tend to sign documents without even reading them.

  • Gabby Hay

    We should read carefully before signing any contract

  • Kumar Mohit

    Insightful, thanks for sharing

  • Sarah Elliott

    Can't remember the last paper that I've signed

  • Michael Dodd

    Instead of networking, getting to know more people before striking a deal we prefer to do everything online. I highly suggest to grab a coffee or two with your business partners to learn more about their intentions, otherwise you will regret signing this paper even if it is a virtual one.

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Arlen Meyers, MD, MBA

Former Contributor

Arlen Meyers, MD, MBA is a professor emeritus of otolaryngology, dentistry, and engineering at the University of Colorado School of Medicine and the Colorado School of Public Health and President and CEO of the Society of Physician Entrepreneurs at www.sopenet.org. He has created several medical device and digital health companies. His primary research centers around biomedical and health innovation and entrepreneurship and life science technology commercialization. He consults for and speaks to companies, governments, colleges and universities around the world who need his expertise and contacts in the areas of bio entrepreneurship, bioscience, healthcare, healthcare IT, medical tourism -- nationally and internationally, new product development, product design, and financing new ventures. He is a former Harvard-Macy fellow and In 2010, he completed a Fulbright at Kings Business, the commercialization office of technology transfer at Kings College in London. He recently published "Building the Case for Biotechnology." "Optical Detection of Cancer", and " The Life Science Innovation Roadmap". He is also an associate editor of the Journal of Commercial Biotechnology and Technology Transfer and Entrepreneurship and Editor-in-Chief of Medscape. In addition, He is a faculty member at the University of Colorado Denver Graduate School where he teaches Biomedical Entrepreneurship and is an iCorps participant, trainer and industry mentor. He is the Chief Medical Officer at www.bridgehealth.com and www.cliexa.com and Chairman of the Board at GlobalMindED at www.globalminded.org, a non-profit at risk student success network. He is honored to be named by Modern Healthcare as one of the 50 Most Influential Physician Executives of 2011 and nominated in 2012 and Best Doctors 2013.

   

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