If you don’t care about the FriendDA you should stop reading this now.
The FriendDA was written in late 2008 and it was intended as an experiment to place a smidge of formality on the discussion of perceived precious ideas. Happily, the FriendDA has legs. Since the original publication there has a small, but steady flow of traffic to site, a group of folks have taken up the task of translating the document to various languages (FriendDA in Hebrew), and I’ve made small changes to the original text none of which I believe has changed the original intent.
I was recently approached with the idea that the FriendDA with small modifications could offer some legal protection and while this contradicts one of the core tenets of the FriendDA, the idea of increasing the usefulness of the FriendDA is appealing to me.
The FriendDA really isn’t for me. It’s intended to be a useful social tool for others who want to stop the moment before they share their important idea and say, “FriendDA?” With the response being either, “What’s that?” or “Of course.” In the “What’s that?” case, the point is to talk about the intent of the FriendDA which briefly is:
- I’m disclosing a bright idea to you
- Don’t screw me
- Or else
None of the consequences are intended to be legal – they’re intended be social. The point of the FriendDA is for we humans to learn to deal with our trust issues sans legal intervention. Still, the idea of giving the FriendDA more teeth is interesting to me and I want your opinion.
There are three changes (in bold) being proposed to the .7 version of the FriendDA. The first two are:
- Line 9: Adapting some or all of The Idea for your own purposes unless I say you can.
- Line 15: The term of this agreement shall continue until I or someone I authorize makes The Idea public.
I have no issue with either of these changes. The first prevents the Advisor from adapting The Idea for someone else’s purposes which would be nefarious and screw-ish. The second change makes it clear that that the term lasts until the Keeper of the Idea takes the Idea public.
The last change is the big one:
- Was: This agreement has absolutely no legal binding. However, upon breach or violation of the agreement, I will feel free to do any of the following:
- Proposed: This agreement may possibly have some amount of legal binding. However, it is likely that upon breach or violation of the agreement, I will do no more than any of the following:
The paragraph from the introductory article that this change directly contradicts is:
The FriendDA is a non-binding, warm blanket agreement that offers absolutely no legal protection. I’d suggest if the idea of legal protection is even crossing your mind that the FriendDA is totally inappropriate for your current needs.
A legal advisor suggests,
Therefore, while the doc at friendda.org does say that “This agreement has absolutely no legal binding….” – it actually might. It has all the parts required for a binding contract, namely mutual promises (which can be seen as consideration) and an intent for the parties to be in agreement about what can happen if the agreement is breached, even if they’re mostly psychological. And the agreement also has definite terms and obligations on both parties. Therefore, noting that it might be legally binding makes it a positive to state what will happen if the Advisor breaches.
Again, the proposed change gives the FriendDA slightly more teeth and if you care about the FriendDA, I’d like your opinion on this last change. Once I’ve gathered enough signal, I’ll update the site along with a new subsection which tracks changes from version to version.