Internal Documentation

Docs for all commercial matters are saved in the Legal - Contracts shared drive.

In general, we don’t send legal docs around as attachments. This is party because we don’t want draft documents saved all over the place (email, Hubspot), and we definitely want everyone in-house to be looking at the (same) right version of documents.

Non-Disclosure Agreements

Non-disclosure agreements allow us to share confidential information with someone outside the company, and the person/entity receiving the information agrees to keep it confidential. Sometimes the both parties to the agreement intend to disclose confidential information, and sometimes it’s just us telling someone else.

In general, we want to use our own forms of agreement, both because it’s less admin work for us, and because any external NDA we get needs to be reviewed by our legal advisor (so it costs us money).

What do we consider “proprietary and confidential”

While it’s very common to have NDAs in the tech world, it’s not always clear when you need one.

Information generally considered confidential:

  • Non-public employee information
  • Non-public financials (P+L, etc)
  • Product roadmap
  • Pricing / revenue models
  • Customer information

Our NDAs

  • Unilateral NDA: Allows us to disclose confidential info to another party, without agreeing to accept their confidential info. This is our preferred form of NDA.
  • Mutual NDA: Both parties to the agreement disclose confidential info.

Contractor / Consultant Agreements

Our standard form of consultant agreement is a master service agreement with a 1-year duration. This means that we sign one contract that covers us for a year, and within that period, you can write specific scopes of work (SOW) for distinct projects.

  1. Send a master service agreement using the template in Dropbox Sign. Login with the credentials shared to you via Dashlane

  2. Write a SOW using this template and send it out via Dropbox Sign.

Employment Offers

Intern offers are sent via template in Roger by the person hiring the intern.

Full and part-time employment offers are sent by HR. Offers have 3 parts:

  1. Offer letter. There is a template for this. Fill out the person-specific terms.
  2. Job description. From the role description in the handbook
  3. PICAA. This is our confidentiality agreement - it’s already a template.

Draft and signed offers are saved to the person’s HR file.

File Naming Convention

Here is what’s worked for me in the past and what our lawyers have agreed to do:

  1. Lawyer to increment the major version (v1.0, v2.0, v3.0) when then turn the doc

  2. Cadence OneFive will increment the minor version (v1.1, v2.1, v3.1). If the lawyer has added other tags (initials, date, etc.) on their version, C1.5 should strip those when they return the doc with the minor version incremented.

  3. If Cadence OneFive originates a draft (i.e. didn’t start with a document) from the lawyer, then that version is v0 at the time that it’s sent to the lawyer.

This way we know a major version always came from our lawyer, while business unit reviewers can increment the minor version to their hearts’ content.

Communicating Changes

Our lawyers (and seemingly all outside law firms in my experience) keep “master” versions of the documents in their own document management system. What we get from them is just a copy. They will have to upload our version into their system before working on the next revision. Even if they’re not using a legal document management system, the version that is the definitive one is the one that the lawyer provides.

Never send a version to a counterparty that is not exactly what the lawyer provided.

As we go back and forth on tweaks, the lawyers will want to know what you are requesting changes on and why. To that end:

  1. Track changes. If you’re using Word, no biggie - just make sure that track changes is on. If you’re editing in gDocs, edit in “suggesting” mode.

  2. Comment your edits If you’ve changed every instance of something a bazillion times, just comment why on the first instance. Every other change should have its own explanation in a comment.

  3. If you forget to track changes generate a diff (aka “legal blackline”) using the “compare documents” feature in Word.

Visibility

This document is confidential and is a proprietary work product of Cadence OneFive. The information contained herein may not be copied or distributed without the specific written consent of Cadence OneFive.