May 28, 2021

One-Way NDAgood names for the next standard NDA?

This post is part of a series, The Waypoint NDA.

I’ve been working with some colleagues to finalize a one-way alternatives to the two-way or “mutual” Waypoint NDA. The new form would fit situations where only one side shares confidential information.

I’ve learned that naming a project can often feel a lot harder than actually doing the project. That has definitely been the case for the new one-way NDA.

As background, the Waypoint NDA fell out of a prior, for-project, “RxNDA”. was a web service that offered a whole menu of NDA forms—between businesses and people, one-way and two-way, loose and strict—along electronic signing and a bunch of other nifty software features. Customers paid a few bucks if and only if the site facilitated successfully signing an NDA.

RxNDA never took off. But all the work that went into its menu of forms made it very easy to piece together a single, flexible, two-way form. With a lot of input from others, that form became Waypoint. The modular approach makes it just as easy now to turn two-way Waypoint into a new, one-way form: just replace the part at the top that says either party can be “Disclosing Party” with a part at the top that says only one will play that role.

Early feedback from contributors and colleagues has mostly counseled using a variation of the “Waypoint” name for the new one-way form, like “Waypoint One-Way” or “Waypoint Solo” versus “Waypoint Duo”. I had the same thought myself. I’d definitely like to avoid coming up with a new name!

But in the back of my head, I keep worrying that’s overloading “Waypoint” too much. Waypoint, as much as it is just one form, now comes in a number of different downloads: a short form that incorporates the terms by reference and a long form that attaches them, a version for US letter paper and a version for A4. If you dig, there are also PDF, Word, OpenOffice, and RTFs files.

If we add another branch in the decision tree between “I’ll use Waypoint” and “here the file I need to download”, we’re probably going to need some kind of wizard to guide people. Especially since the one-way versus two-way NDA distinction is not immediately familiar to businesspeople, rather than their lawyers. Also because we’d end up with confusing phrases like “Waypoint One-Way 2.0.0” when we throw versioning in.

So, reluctantly, I’ve been brainstorming names again. A few candidates:

If you can think of any others, send my way!

The main requirements are that the name not be used for any existing legal project and that the {name} domain be available. From there, we’d add a banner to the top of the new site pointing people who need a two-way form back to, and a banner to the top of doing the same for the new form and its site.

I’ve also ruin into a number of colleagues who’d like a Waypoint-like form for the kinds of NDAs companies use when discussing mergers and acquisitions. That is not a job of adapting Waypoint, and would require substantial additional drafting. So far, I haven’t had any luck bringing the right kinds of M&A specialists together on it. I’m still involved in M&A myself, but as a specialist rather than a deal runner.

Your thoughts and feedback are always welcome by e-mail.

back to topedit on GitHubrevision history