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Why we don’t sign NDAs or Confidentiality Agreements

Impeding the flow of information misaligns with New Harvest’s role as a public charity.

Published September 29, 2021 | Updated October 24, 2023 | Isha Datar, Breanna Duffy, Paige Wilcoxson

As a nonprofit organization and group of scientific experts in a startup-dominated field, members of the New Harvest research community, including staff and grantees, are frequently approached by entrepreneurs seeking advice, support and funding to get their companies off the ground. In the early days of New Harvest, this meant that our staff had a lot of non-disclosure agreements (NDAs) in front of us at any given time.

In 2016, New Harvest decided not to sign NDAs. In 2022, we extended this policy to include grantees and confidentiality agreements of all kinds. Here’s why:

  1. NDAs don’t align with our values.

As outlined in our strategic plan, one of New Harvest’s strategies for impact is to “default to open.” Just as we commit not to sign confidentiality agreements, we commit to keeping all intellectual property open as well (see section 7 of our grantee agreement). Openness is a core guiding principle at our organization.

Confidentiality agreements and non-disparagement clauses also exacerbate power imbalances and can be used to hide inappropriate practices and behaviors. Signing such agreements would signal our tacit support for these practices.

    2. NDAs conflict with our role as a public charity.

According to US nonprofit guidelines, a 501(c)(3) organization cannot benefit private interests. For a member of our staff to sign an NDA during the course of their work at New Harvest would challenge this rule.

    3. NDAs compromise our independence and reputation.

Independence and reputation play an outsized role for nonprofit organizations. It is what allows us to open doors and talk to all kinds of stakeholders in order to advance cellular agriculture. Compromising New Harvest’s reputation by sharing confidential information—intentionally or accidentally—would hold back the entire field.

    4. We talk to competing companies and laboratories.

Our goal at New Harvest is to transcend private interests to work towards the public good of cellular agriculture. In order to do this, we talk to everyone. As might be expected in a burgeoning field, New Harvest staff and grantees are exposed to countless similar, if not identical, ideas. It is not up to us to stand in the way of competition.

If New Harvest signed confidentiality agreements or NDAs, we might appear to trade information across competitors. This could turn into a legal mess that prevents us from achieving progress in cellular agriculture and fractures in the ecosystem.

    5. They threaten the openness of our research community.

New Harvest’s community of research grantees is a collection of scientists from institutions around the world. This community openly shares ideas, offers support, and celebrates wins together. If members of this community sign confidentiality agreements, they are limited in their sharing of information. Furthermore, these agreements could create conflicts of interest between their community of peers and private commercial interests, eroding trust within the community.

    6. Venture capitalists don’t do it!

What really made the decision easy was learning from a seasoned VC that no respectable VC will sign an NDA either, for reasons similar to our own.

    7. Confidentiality by any other name is still confidentiality.

In our discussions around this topic, we often found ourselves asking – what is the difference between an NDA and a confidentiality agreement (or a confidentiality clause as part of a larger agreement)? We came to realize that these are all forms of enforcing confidentiality – and that confidentiality is confidentiality, no matter the shape or size. As such, we have expanded our application of this policy to any form of confidentiality agreement.

At the end of the day, New Harvest’s policy to not sign NDAs has not hindered our work. As evidenced by our safety initiative—where 50 private, competing cultured meat companies shared their manufacturing process—our policy of not signing NDAs has actually heightened our ability to work alongside academia and industry to collectively advance cellular agriculture. Furthermore, since expanding this policy, we’ve found our collaborators to be surprisingly open to negotiating confidentiality statements in their agreements. This is one way we are pushing for openness across the field.

While we strive to consistently uphold our commitment to open, New Harvest recognizes that this work is not simple. We are all constrained to the limitations of the system in which we work. As such, we recognize the need for exceptions to this policy when appropriate. To read more about our evolving think on this topic, you can read our non-confidentiality policy.

About the Authors
Isha Datar is Executive Director at New Harvest
Breanna Duffy headshot
Breanna Duffy is New Harvest's Director of Responsible Research & Innovation - US
Paige Wilcoxson is Chief Operating Officer at New Harvest.