Protecting Your Business Ideas with NDAs and Patent Timelines
When a business or startup comes up with a new, potentially patentable idea, timing and documentation matter. The moment a concept is shared outside your company—beyond employees or others bound by confidentiality—you typically have one year to file a patent application. If you miss that window, you may lose the ability to patent your innovation altogether.
To avoid issues, keep a record of when the idea first becomes public. This includes noting who it was shared with and under what circumstances. If no one outside your protected circle knows about it, the one-year clock hasn’t started.
Why NDAs Still Matter
A Non-Disclosure Agreement (NDA) can be one of the simplest tools to keep your ideas protected, especially when pitching or collaborating. For startups or small businesses with limited resources, using a basic NDA template found online is often enough in early stages—especially when the risk of theft is relatively low.
However, once your idea becomes more valuable or you’re dealing with larger partners or investors, it’s wise to have an attorney draft a custom NDA. The strength of this agreement lies in its specificity. The more detailed it is, the easier it is to enforce if something goes wrong.
Large Companies and NDA Hesitation
Some large companies hesitate to sign NDAs. They may fear future litigation if they were already exploring a similar idea before you pitched yours. If a situation arises where a company releases a product that seems very close to what you shared, and they claim independent development, you’ll need to prove otherwise.
This is where the NDA becomes your foundation. With it, your legal team can request internal documents during a lawsuit to determine whether the company had prior knowledge or if they used your pitch as inspiration.
A Practical Approach for Entrepreneurs
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Use NDAs early: Even free templates can serve their purpose when starting out.
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Document everything: Keep dated records of when ideas are shared and with whom.
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Go professional when needed: As the stakes rise, invest in an attorney-drafted NDA.
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Understand the one-year patent rule: Public disclosure starts the countdown. Know when your idea officially leaves the private circle.
Being cautious doesn’t require excessive legal fees right away. But as your business and ideas grow, tightening up your protections can help prevent long-term problems—especially when entering high-stakes discussions.
Video Transcript
Protecting Patentable Ideas After Sharing
There are two things I think about when sharing confidential and innovative concepts that are patentable. One of those is that once you share a concept outside the confines of your confidential company. So like within the employees, generally speaking, you have one year to file for a patent application.
Keep a Record of Public Disclosure
So step number one is you want to make sure that you are keeping a documented record of when the idea hits the public versus stays within that confidential realm because then you only have one year for filing a patent application. So, non-disclosure agreements are generally enforceable, and in fact, that is one of the few documents that I have encouraged startups and entrepreneurs to just get off the web for free rather than hire me to do, because generally, startups are tight on funds, and they are floating an idea that is pretty unique, and nobody is really going to steal.
High Stakes Require Specificity
Now, for an established company or a startup where the stakes are much higher, that is where it makes sense to have a non-disclosure agreement drafted by an attorney, and the key to making those really enforceable and really giving them some teeth is making sure they are specific.
What If a Tech Giant Uses Your Idea?
So, for example, let’s say you pitch an idea to Apple, and let’s say hypothetically Apple signed a non-disclosure agreement. Now, by the way, a lot of these big companies, they won’t even sign them because they are concerned about potential litigation later. That they were already thinking about the idea, already developing it, and now you are going to sue them once they actually roll it out to the public. But let’s say they hypothetically sign it.
And then, the scenario that we are trying to think about and prevent in the future is, if they don’t run with the idea, or they say they don’t run it, and so you say, “Oh, bummer. Okay, well.” Let’s say you don’t do anything with it. And then they roll out something suspiciously similar. How do you prove that they got that from you and enforce that non-disclosure agreement?
Why Specificity Matters
And so the more specific the non-disclosure agreement is, the more likely it is you will be able to enforce that in the future in a court by suing. And what you would then do is, once the lawsuit has started, you would have discovery requests. Your attorney would ask questions of the other side and say, “Hey, we want all documentation regarding how you came up with this other idea.” Because they are going to say they didn’t rely on your concept when they came up with it. They came up with it independently or previously. And so then it is going to come down to the court looking at all the evidence of, “How did they come up with that idea, and to what extent they steal that idea from you?”
NDA Before Public Disclosure
And so the best way to protect yourself there is to have a non-disclosure agreement signed by whoever that is. Because, as I understand patent law, as long as you have made reasonable efforts to keep that confidential, the one-year period doesn’t start until it is publicly disclosed to somebody outside that confidentiality realm.