Why DocuSign is not enough for NDAs

Businesses that want to stay ahead of their competition actively pursue performance improvements by finding and adopting better ways of doing things. DocuSign was one such “better way” as it provides a way to electronically sign contracts and legal documents. In trying to “keep up with the Joneses”, many companies adopted DocuSign just because that was the latest way of acquiring signatures on a contract. However, not only is DocuSign no longer the latest way of acquiring signatures but it does not solve a bigger problem that many companies signing legal documents face: managing the negotiations and approval processes.

DocuSign is an excellent tool for some organizations. However, if you are a Bankruptcy Lawyer, you might think twice before using DocuSign as an attorney was sanctioned for using DocuSign in 2016(1). But for most simpler businesses, DocuSign helps avoid the traditional Sign and Fax problem.

Moreover, for many organizations with simpler products and/or consumer oriented business models, people simply sign what they are given. As a result, industries like real estate benefit greatly benefit from adopting signature focused tools like DocuSign as great majority of what is being signed does not get negotiated. Similarly, for such organizations, changes to contracts are limited to filling in a few blanks on the Contract Forms. Much of what is inserted in such agreements can be easily filled in by an agent of the business and forwarded to the parties to sign. For these organizations, lawyers or even paralegals don’t really get involved except in special situations.

However, as products and services become more complex, legal team involvement can become complex too. As a result, many companies that deal with Proprietary Intellectual Property/Methods, or ones that have complex business models, require more than a fill and send approach to legal contracts. This is especially true for Non-Disclosure Agreements (NDAs) as they tend to represent the highest volume in many such organizations. In these organizations, such contracts are traditionally handled manually or, in larger organizations, by complex Contract Management Systems (CMs). CM/CLM (Contract Lifecycle Management) systems tend to be clunky, monolithic internal systems that can manage all sorts of complex contract generation logic and approval processes but lack any useful contract negotiation or signature processes. Many organizations have adopted DocuSign to run the last mile after all the negotiation and document preparation process has been handled using more manual phone and email communications.

In addition, NDAs are a special case. They tend to be high volume and everyone wants to use their version of the contract (i.e. their paper.). NDAs represent the highest volume contract type in most organizations. NDAs are used before sales people can sell, buyers can talk with suppliers, contractors can be hired, employees can work, and deals can be discussed (or even before elections can be won.) Some NDAs need to remain confidential for a long time. Some NDAs have to be signed along with Service Agreements and Statement of Works. NDAs need to tracked and managed. They expire. In some cases they need to be renewed. Legal teams need automated reminders and user friendly reports.

As a result, a suitable tool that specifically addresses the biggest challenges for NDAs, and all other contracts, while also offering the last mile e-signature solution, is the way to go. We created our NDA focused software exactly for this reason. AdaptiveNDA even supports uploading a copy of wet signature documents so that while physical copies may be kept in a safe place, all agreements are tracked in a single system. If your company signs a lot of NDAs or any of your contracts (NDA or otherwise) often go for review/negotiations to inside or outside counsel, then you should be looking to go beyond DocuSign now.

(1) https://biglawbusiness.com/attorney-sanctioned-for-using-docusign-for-bankruptcy-filing/