Mutual Workshop NDA
Sent automatically on registration · Reviewable with your own attorney
Every Bystander to Builder cohort is governed by a Mutual Workshop NDA. Every attendee, every instructor, and every staff member signs the same document, which creates obligations running between everyone in the room. The principles below describe what the document does. The full executable version is sent to each registrant automatically the moment they register, for review with their own attorney before the workshop date.
1. Opportunisee acts as your consultant
Inside the workshop, Songs for Centuries Inc DBA Opportunisee is acting as your consultant. Our role is to help you take an idea and turn it into a real, deployed product. We are paid for the workshop seat and for the help we provide. We do not own your idea, your product, your brand, your code, your business, or any other asset you bring to or create at the workshop.
2. Your IP stays your IP
By default, every invention, product, brand, codebase, design, market analysis, valuation work product, and provisional patent created at the workshop belongs entirely to the attendee who brought or created it. Opportunisee does not claim co-ownership. Provisional patent applications drafted during or as a result of the workshop are filed in the attendee's name only. We do not list ourselves as inventors on attendee work.
Why this matters · One conversation can destroy your patent rights
In 1855, Samuel Barnes invented an improved steel for women's corsets. He gave a sample to the woman who would later become his wife. No paperwork. No “keep this secret.” Just “here, try this.”
She wore them privately for eleven years. Eleven years.
In 1866, Barnes filed for a patent. The U.S. Supreme Court threw it out. The case is Egbert v. Lippmann, 104 U.S. 333 (1881), and it is still controlling law one hundred and forty-five years later.
“If an inventor, having made his device, gives or sells it to another, to be used by the donee or vendee, without limitation or restriction, or injunction of secrecy, and it is so used, such use is public, even though the use and knowledge of the use may be confined to one person.”Justice William Burnham Woods, writing for the Court
One person. No crowd. No announcement. Still public disclosure. Still patent-destroying.
This is the “public use bar” of 35 U.S.C. § 102(a)(1): an invention cannot be patented if it was “patented, described in a printed publication, or in public use, on sale, or otherwise available to the public before the effective filing date of the claimed invention.”
In plain English: if you talk publicly about your invention before you file a patent on it, that public talk can become prior art against your own application. A pitch on stage, a social-media post, a blog, a demo at an unprotected event, or a detailed mention to a stranger can all qualify.
The U.S. does provide a one-year grace period for the inventor's own disclosures under 35 U.S.C. § 102(b)(1). But most other major patent jurisdictions, Europe, Japan, China, and most of the world, follow absolute novelty rules. There, any prior public disclosure destroys your patent rights internationally, immediately, with no grace period.
That is why non-disclosure is the default at every Bystander to Builder cohort. The Mutual Workshop NDA is the legal floor. The Two-Tier Disclosure architecture in Section 4 below is the operational ceiling. Together they let you discuss your idea at the depth the workshop actually needs without burning the patent rights you may want later. The coaching is consistent: file the provisional first, then publicize.
This section is general information, not legal advice. For your specific invention and jurisdiction, work with a registered patent attorney or agent. Workshop attendees who walked in already public on their idea are not turned away, we will help you understand what protection is still available.
3. Two-Tier Disclosure (the most important rule)
Real risk in any group workshop is not the executable NDA; it is how many people see your sensitive material in the first place. We minimize that risk by structure, not just by signature.
Tier 1, The group room. The full 35-person workshop room is for strategy, problem-framing, market discussion, methodology, and high-level idea description. Patent claims, technical inventions, and protectable specifics are not disclosed in the group room. We instruct every attendee, in writing and at the start of every cohort, to keep patentable detail out of the open room. The Mutual NDA covers the room as a backstop, but the primary defense is that protectable material is never shared with 35 people to begin with.
Tier 2, 1:1 sessions with Opportunisee. Patent-level detail, sensitive technical specifics, and full invention disclosure happen in scheduled 1:1 sessions with Opportunisee staff only. Each attendee is given dedicated consulting time during the workshop specifically for this purpose. The disclosure pool for your protectable IP is therefore you plus a handful of named Opportunisee consultants, not the full room of attendees.
You control depth. You, not the room, decide what level of detail you share with whom. If you choose to describe technical detail in the open room despite our instruction, the NDA still applies, but you have widened your own disclosure pool. We strongly recommend against it, and our coaches actively redirect attendees who start to do it.
4. Joint projects require their own agreement
If during or after the workshop both Opportunisee and an attendee decide to work together on a specific project beyond the standard workshop scope, that arrangement is memorialized in a separate written agreement, signed by both parties, after the workshop. No joint ownership, equity interest, or profit-sharing arrangement comes into effect automatically, by implication, or because you discussed an idea in the workshop room.
5. Mutual confidentiality between attendees
Each attendee agrees to keep confidential everything discussed by every other attendee in the workshop. Each attendee is a third-party beneficiary of every other attendee's confidentiality obligations. Confidentiality survives the end of the workshop for the term specified in the executable NDA. Standard NDA carveouts apply for information that is publicly known, independently developed, or already lawfully in a party's possession.
6. No non-compete
The Mutual Workshop NDA contains no non-compete clause. Attendees are entirely free to work for any employer, build any product, enter any industry, partner with any party, and compete in any market they choose, before, during, and after the workshop. Confidentiality obligations apply only to specifically-disclosed confidential information, never to broad categories of business activity.
7. Sent automatically · Reviewable in advance
The full executable NDA is delivered to every registrant automatically the moment they register, by email, no waiting period, no manual handoff, no chasing. You are encouraged to review it with your own attorney any time before the workshop. Nobody is ever asked to sign at the workshop door. If you have questions before registering, contact us at legal@opportunisee.com.
8. Governing law
The Mutual Workshop NDA is governed by the laws of the State of Florida, without regard to conflict-of-laws rules. The full document specifies dispute resolution and venue.
Status: the principles above describe the terms of the executable Mutual Workshop NDA used at every cohort. The full text of the executable document is delivered to registrants at registration time. Prospective attendees who wish to review the full text in advance of registering can request it at legal@opportunisee.com.