- Contracts that limit the client's ability to use outside consultants to help negotiate contacts.
- Contracts that restrict the client from disclosing details about bugs, defects, and contractual breaches to the press, peers, and user groups.
But stepping back for a minute, it reveals some things about these unnamed vendors. On the first point, they must be in a very weak position these days if they feel they need to take outside advisors out of the game. On the second point, the state of their software quality and ability to deliver on promises must be pretty poor if they feel they need to gag their clients.
My advise to buyers is this. Read the draft contract. Any vendor that includes such terms and conditions should be viewed with suspicion. Software vendors are always talking about how they want to be viewed as partners. Well, this is no way to start a partnership.
If you still want to move forward with such a vendor, just say no to these terms. Walk away from the table until these conditions are removed. In this economy, I don't think it will take long.
Obligatory disclaimer: I'm not a lawyer, and this post is not legal advice.
Update, Feb. 2: My "cousin Vinnie" gives additional recommendations. I especially like his last point: turn the tables on the vendor and require them to get all of their advisors to sign your NDA.
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