Editorial Revised NVIDIA Reviewers NDA Raises Eyebrows: Our Thoughts

[5150Joker]

Seems like Gamersnexus got a lawyer to clarify some things. Hopefully i'm allowed to post their content here?

Well well well, looks like Kyle and that German site clickbaited more NVIDIA hate again, what a shocker.

 

[Rockarola]

Seems like Gamersnexus got a lawyer to clarify some things. Hopefully i'm allowed to post their content here?

THANK YOU!
To quote Jack The Lawyer... "It seems like making a mountain out of a molehill"

He basically inferred that every NDA is the same, this one just used a slightly strange (non-legal) term.

(you've just made quite a few conspiracy theorists very sad...congratulations!)

 

[Xzibit]

I would, however, like to know the name of the law firm this lawyer works for, because anyone can "pretend" to be a lawyer.

Maybe its his real estate lawyer or his tax lawyer, the important thing is its a lawyer. /s

Even then he had issues with the wording. Which he went back and forth on during the Q&A.

 

[HTC]

Maybe its his real estate lawyer or his tax lawyer, the important thing is its a lawyer. /s

Even then he had issues with the wording. Which he went back and forth on during the Q&A.

A question to those that signed NDA(s) (this NDA and / or others): this lawyer finds the wording "a bit weird" so, what if nVidia were to try and enforce this NDA "to the letter", as in, not what we (those that sign this NDA) think it means but rather what nVidia claims it means? Perhaps the wording is "a bit weird" on purpose.

 

[cadaveca]

Maybe its his real estate lawyer or his tax lawyer, the important thing is its a lawyer. /s

Even then he had issues with the wording. Which he went back and forth on during the Q&A.

No, he didn't have issues... he said it was "weird" but did not raise any red flags. He actually dismissed it. Said "ehuh.. yeah whatever", in fact. Also said "focus on the multiple terms, and not the 'solely for the benefit of'". Good job on skewing it to your perspective tho.

He also said "Seems like uh making a mountain out of a molehill" and "seems like a pretty boring NDA to me".

All roughly at the 27 minute mark.

 

[Xzibit]

No, he didn't have issues... he said it was "weird" but did not raise any red flags. He actually dismissed it. Said "whatever", in fact. Good job on skewing it to your perspective tho.

Oh silly you....

Do I need to time stamp it for you.

He then jumps to the other paragraph. No skewing needed if hes unsure. You saying trust an unsure lawyer. No thank you. Your welcome to do that.

"Who knows what that means"

 

[cadaveca]

At your time stamp he said:

"I don't know exactly what that means" (because its not legalese is my guess). "I don't like it, but whoever is reading this shouldn't be terribly concerned about it", and then made all those statements I gave above.


Edit:
The thing is, as a lawyer, you know that things that are open to interpretation are not "legalese". What this means is that there is no defined legal definition for that term. As a average person, he said, you could interpret it in many ways. What matters, is how the person signing it interprets it, and as such, is not cause for alarm.

You see, this is what lawyers depends on... the things that aren't defined. It is their job to argue that definition, in regards to the law.

 

[Xzibit]

At your time stamp he said:

"I don't know exactly what that means" (because its not legalese is my guess). "I don't like it, but whoever is reading this shouldn't be terribly concerned about it", and then made all those statements I gave above.

Yes, At the same time I wouldn't be dismissing those who have issues with it when the proof of dismissing such is by a lawyer who doesnt know what that means.

In the US you can always revise something if you don't like. Send it back see if they accept the changes or clarification. If they do or don't go from there.

 

[cadaveca]

Read my edit. As a business owner that has customers sign NDAs myself (I do not want my customers talking about what I do for them, as that knowledge is what gets me paid), I am far more familiar with legal proceedings for things like this than it might seem. As such, I FULLY understand what he was saying (see my edit above), but maybe you didn't?

Edit:

to clarify why I have people sign NDAs, I do social media roll-outs for small and medium businesses.

 

[Xzibit]

A question to those that signed NDA(s) (this NDA and / or others): this lawyer finds the wording "a bit weird" so, what if nVidia were to try and enforce this NDA "to the letter", as in, not what we (those that sign this NDA) think it means but rather what nVidia claims it means? Perhaps the wording is "a bit weird" on purpose.

Its vague for a reason.

Its up to the individual what they are willing to accept. Its all fine and dandy to discuss this until your found in breach and if they decided to pursue.

The judge favoring the "disclosing party" will be almost a certainty.

 

[cadaveca]

The judge favoring the "disclosing party" will be almost a certainty.

Doesn't work that way. Hence the mention in that video of "reasonable person". "Reasonable person" is legalese. If a reasonable person would think otherwise, it doesn't matter what the judge thinks. That's also why that "lawyer" said it wasn't worth worrying about. (you can google "reasonable person".)

Our job as a reviewer is to judge both the good and bad, and relay it to our readers, and the bad things mentioned are a way of letting a company know how they can improve. That is to their benefit. This is acceptable to a reasonable person as true, since all reviews carry a list of pros and cons. That means there is no "control" to be had on a reviews outcome via this NDA, as some would like to infer.

 

[Rockarola]

A question to those that signed NDA(s) (this NDA and / or others): this lawyer finds the wording "a bit weird" so, what if nVidia were to try and enforce this NDA "to the letter", as in, not what we (those that sign this NDA) think it means but rather what nVidia claims it means? Perhaps the wording is "a bit weird" on purpose.

That would require a judge to set a precedence, which is very rare in contractual law. Legalese is a very static language and legal professionals depend on speaking the same language. (there's nothing inferred in a contract, it's either there or it's not...that phrase is *not* there in a court)

 

[Xzibit]

Doesn't work that way. Hence the mention in that video of "reasonable person". "Reasonable person" is legalese. If a reasonable person would think otherwise, it doesn't matter what the judge thinks. That's also why that "lawyer" said it wasn't worth worrying about. (you can google "reasonable person".

Care to put it to the practice

If a reasonable person "jack the lawyer" didn't know what it meant and went ahead and signed it.

 

[cadaveca]

Care to put it to the practice

If a reasonable person "jack the lawyer" didn't know what it meant and went ahead and signed it.

You obviously didn't look up what "reasonable person" means. I'll leave a link for those too lazy to google:

https://legal-dictionary.thefreedictionary.com/Reasonable+Person

And yes, I have put it to practice here in Canada, and lost. That's why I'm pretty familiar with this stuff. I learned the hard way... by literally paying for it

Further to this point, you must look at those terms as the person who would be signing it; a hardware reviewer. Any hardware reviewer knows that feedback to a product maker, both positive and negative, are not only normal and expected, but wanted. Our way of doing business is showing both good and bad of a product. If we have no bad, then it is not a review; it is marketing.

 

[Xzibit]

And yes, I have put it to practice here in Canada, and lost. That's why I'm pretty familiar with this stuff. I learned the hard way... by literally paying for it

Nvidia is in California and included Delaware Corp.

NDA is Delaware law governed. Should have drafted your NDA there they favor corporations.

Care to provide a draft of your NDAs to compare ? If your drafting NDAs that your loosing money on would you not then change them?

 

[cadaveca]

Nvidia is in California and included Delaware Corp.

NDA is Delaware law governed. Should have drafted your NDA there they favor corporations.

Care to provide a draft of your NDAs to compare ?

My NDA is more specific, so as to protect me. That's the only difference here, and what I learned about this... if you have specific expectations, you have to specify them in a specific way (which is pretty funny to me, but OK, I was wrong to expect my customers to look at things my way, just simply because we both own businesses. The truth is that we are usually in different industries, so that means my customers would not have the same knowledge to base their interpretations on). Because of those specifics, no, I cannot share my own NDA forms.

Contractual law is pretty awesome, and still way over my head.. all I can share is what I've learnt and my experience. Like that "Reasonable Person" is actually defined by law. Any terms that are not defined by law are what get you into trouble.

For example, this NDA. You'll note that they defined what "Confidential Information" was... because they had to. They did not define "for NVIdia's benefit", leaving it open to "Reasonable Person" arguments. NVidia's lawyers knew this when the NDA was drafted (as evidenced by the definition of "confidential information"), and they did not define what that meant... which means those claims about trying to control the outcome of a review are not "reasonable".

 

[btarunr]

Seems like Gamersnexus got a lawyer to clarify some things. Hopefully i'm allowed to post their content here?

Great so, even he says it's not a big deal.

TPU too has access to a Stuttgart-based corporate lawyer who can parse legalese.

 

[RejZoR]

You don't need a bloody lawyer to understand the NDA posted in first post lol. I understand it and I'm neither lawyer or a native English speaker. Come on guys.

 

[W1zzard]

You don't need a bloody lawyer to understand the NDA posted in first post lol. I understand it and I'm neither lawyer or a native English speaker.

Same here

 

[Xuper]

Does it apply to GTX970's Fiasco? Yes or no.

 

[Alexandru Laslau]

Doesn't this mean that cases such as 3.5 GB = 4 GB can NEVER be publicized by reviewers under NDA ?

 

[londiste]

Doesn't this mean that cases such as 3.5 GB = 4 GB can NEVER be publicized by reviewers under NDA ?

No, unless Nvidia comes to reviewer and says 3.5GB = 4GB and this is Confidential Information. If this is found by reviewers themselves, they can by all means publish it.

 

[Alexandru Laslau]

No, unless Nvidia comes to reviewer and says 3.5GB = 4GB and this is Confidential Information. If this is found by reviewers themselves, they can by all means publish it.

So if Nvidia states : We have a workaround for memory distribution in this line of cards which involves tearing down some of the silicon ....
Reviewer can't tell us this stuff, so the answer here is "Maybe".

 

[W1zzard]

So if Nvidia states : We have a workaround for memory distribution in this line of cards which involves tearing down some of the silicon ....
Reviewer can't tell us this stuff, so the answer here is "Maybe".

See my response earlier on exactly that topic.

 

[Gasaraki]

All the armchair quarterbacks here needs to shut up. The other sites already said this is a normal NDA, nothing to see. Only people who have never seen a NDA would have their panties in a knot.