https://imgur.com/a/E9Hvmri
They refused to process my withdrawals and wouldn’t tell me why. After numerous follows up from me, they said they would only tell me why if I signed this document. I have linked the legal document. The legal document effectively silences me without guaranteeing my withdrawal of my bitcoins. I initially responded to them with a modified version that my lawyer drafted up, but they refused to even read it and demanded to know what my issue was with their original document. Below is my response, which lists the numerous issues. They never responded to my concerns, so we never ended up signing a document.
Quote
As a general matter, I found the document you provided concerning as it seeks to restrict much more than what you have conveyed to me in your emails. I am hopeful that this is just a drafting point, but your unwillingness to engage on my proposed changes to this point has given me further reason for concern.
1. The definition of “Confidential Information” in the first whereas clause is overly broad. This needs to be restricted to only information that is provided to me following the date when I sign this agreement. Hence I have moved the definition into the new paragraph 1 and made that clarification.
2. The “Purpose” described in the old paragraph 1 is incorrect. The purpose of this agreement is to restrict my use of certain Confidential Information you provide to me. Accordingly, I have deleted this section.
3. I have added 4 carve outs to Confidential Information for information:
a. already in my possession;
b. that is publicly available;
c. that becomes available to me from a source other than mBit; or
d. that I develop myself without any information that you provide.
In addition to being standard in legal documents of this type, logic dictates that I cannot be bound by confidentiality obligations to you with respect to information of this type.
4. I have deleted certain text at the end of the new paragraph 1 as it is redundant to the definition of Confidential Information. We need to have a clear definition of Confidential Information (which is provided earlier in the paragraph) so we all understand what this agreement covers. The sentence now properly conveys how you may communicate Confidential Information to me.
5. I have added a statement making clear that the existence of my winnings and your failure to pay them are not considered Confidential Information. Any inference to the contrary again makes me question whether you are acting in good faith, as you would therefore be asking me to sign a document that says I legally can’t disclosure that you have failed to pay me. This is clearly unacceptable as it would limit my recourse for your failure to live up to your obligations. I would, however, be willing to sign an agreement not to disclose my winnings after such time as I have been paid in full if this is helpful to you.
6. The change to 1.1 is necessary given the deletion of “Purpose” discussed above. This now refers to how the Confidential Information will be used.
7. The change to 1.2 is necessary because, as an individual, I have no employees, but may be required to hire advisors or counsel if this dispute is not amicably resolved, and cannot be restricted from sharing any information with such parties.
8. As is standard for agreements of this type, I have added a term as, after a certain time period, the information disclosed becomes stale and confidential treatment is no longer appropriate. This is typically 1-2 years following disclosure, so, in an effort to come to agreement quickly, I have proposed the far end of this range (2 years).
9. The changes in the “Breach of contract” section include grammatical cleanups so that the sentence is proper English.
10. It is inappropriate that mBit can choose any court to enforce the agreement in. If you have a preferred court, please specify it now and I will let you know if I agree. But I am not agreeing to any court without limit.
1. The definition of “Confidential Information” in the first whereas clause is overly broad. This needs to be restricted to only information that is provided to me following the date when I sign this agreement. Hence I have moved the definition into the new paragraph 1 and made that clarification.
2. The “Purpose” described in the old paragraph 1 is incorrect. The purpose of this agreement is to restrict my use of certain Confidential Information you provide to me. Accordingly, I have deleted this section.
3. I have added 4 carve outs to Confidential Information for information:
a. already in my possession;
b. that is publicly available;
c. that becomes available to me from a source other than mBit; or
d. that I develop myself without any information that you provide.
In addition to being standard in legal documents of this type, logic dictates that I cannot be bound by confidentiality obligations to you with respect to information of this type.
4. I have deleted certain text at the end of the new paragraph 1 as it is redundant to the definition of Confidential Information. We need to have a clear definition of Confidential Information (which is provided earlier in the paragraph) so we all understand what this agreement covers. The sentence now properly conveys how you may communicate Confidential Information to me.
5. I have added a statement making clear that the existence of my winnings and your failure to pay them are not considered Confidential Information. Any inference to the contrary again makes me question whether you are acting in good faith, as you would therefore be asking me to sign a document that says I legally can’t disclosure that you have failed to pay me. This is clearly unacceptable as it would limit my recourse for your failure to live up to your obligations. I would, however, be willing to sign an agreement not to disclose my winnings after such time as I have been paid in full if this is helpful to you.
6. The change to 1.1 is necessary given the deletion of “Purpose” discussed above. This now refers to how the Confidential Information will be used.
7. The change to 1.2 is necessary because, as an individual, I have no employees, but may be required to hire advisors or counsel if this dispute is not amicably resolved, and cannot be restricted from sharing any information with such parties.
8. As is standard for agreements of this type, I have added a term as, after a certain time period, the information disclosed becomes stale and confidential treatment is no longer appropriate. This is typically 1-2 years following disclosure, so, in an effort to come to agreement quickly, I have proposed the far end of this range (2 years).
9. The changes in the “Breach of contract” section include grammatical cleanups so that the sentence is proper English.
10. It is inappropriate that mBit can choose any court to enforce the agreement in. If you have a preferred court, please specify it now and I will let you know if I agree. But I am not agreeing to any court without limit.