Wolfram’s “Open Conference” with over-​​broad Nondisclosure Agreement

I find myself, hav­ing dri­ven eight hours to Cham­paign for two days of classes and a pre­sen­ta­tion at the annual tech­ni­cal con­fer­ence at Wol­fram Research, and spent the night in a smelly old motel, handed a slip of paper to sign. I sud­denly find that I need to learn to read bet­ter — that reg­is­ter­ing for a con­fer­ence entails sign­ing away my rights to dis­cuss the conference.

I sup­pose I must hang out with a dif­fer­ent crowd. A more col­le­gial, aca­d­e­mic, col­lab­o­ra­tive crowd. One that doesn’t have ridicu­lous lawyers doing things like this.

One the one hand, we have the thing that pushed me into agree­ing to come here over the two other (at least equally inter­est­ing) con­fer­ences ongo­ing this week:

The Wol­fram Tech­nol­ogy Con­fer­ence 2006 will be an open forum for all to see how Math­e­mat­ica has matured and how it con­tin­ues to grow. Pro­fes­sion­als, stu­dents, edu­ca­tors, and oth­ers inter­ested in the future of tech­ni­cal com­put­ing are encour­aged to attend.

On the other hand, we have the fol­low­ing, which is reached through one small-​​font link on the reg­is­tra­tion page:

This Con­fi­den­tial­ity and Non-​​Disclosure Agree­ment (“Agree­ment”) is made by and between Wol­fram Research, Inc. (“WRI”), and the under­signed indi­vid­ual (“Recipient”).

Dur­ing Recipient’s atten­dance at the Wol­fram Tech­nol­ogy Con­fer­ence 2006, WRI may dis­close, and Recip­i­ent may have access to, cer­tain Con­fi­den­tial Infor­ma­tion includ­ing future Wol­fram Research tech­nol­ogy. In order to ensure that such infor­ma­tion remains con­fi­den­tial, Recip­i­ent agrees as follows:

1. For pur­poses of this Agree­ment, “Con­fi­den­tial Infor­ma­tion” shall mean infor­ma­tion or mate­r­ial des­ig­nated as Con­fi­den­tial or Inter­nal Infor­ma­tion by WRI, or not gen­er­ally known by non-​​WRI per­son­nel, that Recip­i­ent obtains knowl­edge of or access to dur­ing the Wol­fram Tech­nol­ogy Con­fer­ence 2006.

2. Recip­i­ent agrees to hold in con­fi­dence and not directly or indi­rectly reveal, report, pub­lish, dis­close, export, or trans­fer any Con­fi­den­tial Infor­ma­tion to any per­son or entity, or uti­lize any of the Con­fi­den­tial Infor­ma­tion for any pur­pose that is not expressly approved by WRI in writing.

3. Con­fi­den­tial Infor­ma­tion is and shall remain the sole prop­erty of WRI, and no licenses or pro­pri­etary rights are granted hereby to Recip­i­ent. Recip­i­ent agrees not to remove from premises or to repro­duce any Con­fi­den­tial Infor­ma­tion with­out the express writ­ten con­sent of WRI.

4. Recip­i­ent acknowl­edges that the Con­fi­den­tial Infor­ma­tion is a spe­cial, valu­able, and unique asset of WRI. Because of the unique nature of the infor­ma­tion, Recip­i­ent under­stands and agrees that WRI will suf­fer irrepara­ble harm in the event that Recip­i­ent fails to com­ply with any of Recipient’s oblig­a­tions herein and that mon­e­tary dam­ages will be inad­e­quate to com­pen­sate WRI for such breach. Accord­ingly, Recip­i­ent agrees that WRI will, in addi­tion to any other reme­dies avail­able to it at law or in equity, be enti­tled to injunc­tive relief to enforce the terms of the Agreement.

5. This Agree­ment shall be gov­erned by, and inter­preted in accord with, the laws of the State of Illi­nois, United States.

6. The enforce­abil­ity of any pro­vi­sion of this Agree­ment shall not impair or affect any other pro­vi­sion. The fail­ure of WRI to enforce at any time one or more pro­vi­sions hereof shall not be con­strued as a waiver of any or all provisions.

7. This Agree­ment con­tains the full and com­plete under­stand­ing of the par­ties with respect to the sub­ject mat­ter hereof and super­sedes all prior rep­re­sen­ta­tions and under­stand­ings, whether oral or writ­ten. This Agree­ment may not be mod­i­fied or amended unless done in writ­ing, specif­i­cally stat­ing the addi­tions or changes, and signed by both parties.

IN WITNESS WHEREOF, Recip­i­ent hereby vol­un­tar­ily exe­cutes this Agree­ment as of the date below:

No clause spec­i­fies what the Con­fi­den­tial Infor­ma­tion is. In other words, this is a blan­ket nondis­clo­sure cov­er­ing every utter­ance made by any per­son at the con­fer­ence. No blog­ging, no tele­phone descrip­tions, no rec­om­men­da­tions, no unveiled enthu­si­as­tic acco­lades over their won­der­ful software.

Open”. I like “open forum” espe­cially, in this context.

Now, I’m sure that the sen­ti­ment that inspires this — beyond the cor­po­rate cul­ture — is one of fos­ter­ing col­le­gial com­fort among the par­tic­i­pants, and spread­ing the word on tech­ni­cal aspects of Math­e­mat­ica 6.0 and other new­fan­gled things. In other words, I bet they think it makes it more “pro­fes­sional” to do it this way. I know a lot of entre­pre­neur­ial engi­neer­ing and sci­en­tific types who imag­ine that mak­ing poten­tial cus­tomers sign an NDA is a sign of seri­ous­ness and dili­gence, rather than ama­teur­ish self-​​importance and amus­ing hubris.

I’m OK with that. I like hubris, to a point. But I’ve been to a lot of con­fer­ences, through the years. The most expen­sive — the ones I paid the most to attend — all had explicit state­ments pro­hibit­ing sub­mis­sions with nondis­clo­sures. Dis­al­low­ing. Con­fer­ence implies talk­ing, pass­ing it along, enthu­si­as­tic col­lab­o­ra­tion: in a word, “dis­clo­sure”. “Nondis­clo­sure”, for me, implies sales event. Same sense I get from the peo­ple who want to give you a free lunch to “come watch a video” at their condos.

I just need to learn to read bet­ter, is all. There is that lit­tle link, right there, in plain sight. Who would even con­sider sign­ing up for a con­fer­ence, and pay to attend, and travel to get there, with­out read­ing every damned word on the reg­is­tra­tion form includ­ing the hyper­links? Only a fool, surely. Not the sort of fool one wants attend­ing such an event.

There are two sure-​​fire ways to keep a secret. One is to keep your mouth shut about it. The other is to so com­pletely alien­ate any­body who has any inter­est in it that they give up on try­ing to lis­ten to you.

I’ll sleep on it, and let you know how this plays out. Might turn out to be a good day for antiquing on the way home, tomorrow.…

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7 thoughts on “Wolfram’s “Open Conference” with over-​​broad Nondisclosure Agreement

  1. Time to switch to MATLAB? :^)

    They say, “All atten­dees at this con­fer­ence will be asked to sign a con­fi­den­tial­ity and non-​​disclosure agree­ment.” I guess it doesn’t hurt to ask; they don’t say that they’ll boot you out (and refund your money) if you refuse. How can they real­is­ti­cally expect to main­tain infor­ma­tion as trade secret if they tell it to any­one with a cou­ple hun­dred dol­lars or so?

  2. How can they real­is­ti­cally expect to main­tain infor­ma­tion as trade secret if they tell it to any­one with a cou­ple hun­dred dol­lars or so?

    Cheap date? :)

  3. No, seri­ously: Wol­fram (col­lec­tively, I sup­pose, but I won­der) estab­lished a vivid and widely-​​respected rep­u­ta­tion for dan­ger­ous anti­sci­en­tific liti­gious­ness in the mid 90s. I was work­ing at SFI while Cook pre­sented his proof at the cel­lu­lar automata con­fer­ence, but left before the storm of law­suit threats and court orders came in from Wol­fram Research’s lawyers. Essen­tially their threats led to the Insti­tute with­draw­ing a tech­ni­cal report, and expung­ing ref­er­ences to Cook’s pre­sen­ta­tion of his own work from the Pro­ceed­ings vol­ume. Bib­li­o­graphic ref­er­ences. In works not by Cook him­self. To Cook’s talk. Which was also sup­pressed from the pub­li­ca­tion list.

    Ask Cosma for more.

    There are there­fore rea­sons to dis­trust WR on the leniency front. A sus­pi­cious mind might worry that they could use such a court order or law­suit to sup­press cer­tain classes of speech by con­fer­ence atten­dees and sig­na­to­ries of the NDA, regard­less of the valid­ity of the claim.

    I’m not sus­pi­cious. I just think it’s stinky legal lan­guage, and deeply unprofessional.

  4. Some­how, Cosma’s use of the word “crank” for Wol­fram seems far too kind. “Utter Bat­shit Insan­ity” comes closer.

    It makes me feel good to say that I tried Math­e­mat­ica in the ‘80s, found it dif­fi­cult to get to do what I wanted (I remem­ber hav­ing trou­ble get­ting it to do sim­ple things like return x^2/2 for the inte­gral of x, a prob­lem I never had with paper and pen­cil), and so went on to use other software.

  5. It makes me feel good to say that I tried Math­e­mat­ica in the ’80s, found it dif­fi­cult to get to do what I wanted (I remem­ber hav­ing trou­ble get­ting it to do sim­ple things like return x^2/2 for the inte­gral of x, a prob­lem I never had with paper and pen­cil), and so went on to use other software.

    It’s an amaz­ing piece of soft­ware. Really. I wish, for exam­ple, that oter func­tional pro­gram­ming lan­guages or inter­ac­tive script­ing sys­tems had the same infra­struc­ture in place, in the Note­book inter­face. But beyond that, it’s a very pow­er­ful pro­to­typ­ing and exploratory sys­tem. You can sit down, with a bit of Math­e­mat­ica expe­ri­ence, and not only do your cal­cu­lus home­work, but also imple­ment a cel­lu­lar automa­ton or some other rewrit­ing sys­tem, or explore some extra­or­di­nary graphics.

    I wouldn’t try (as many apa­prently do) to replace R with it, or use it for a real appli­ca­tion devel­op­ment sys­tem, but it’s an impres­sive exploratory tool and worth the effort to learn.

  6. Ah! My blog broke yes­ter­day, adn swal­lowed the story. I hadn’t noticed it was gone.

    I’ll re-​​post the out­come story.

    Brief: I left, and instead have had a chance to attend two other very nice con­fer­ences here in Ann Arbor.

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