Better advice IMO is for service providers to spend a little money up front and develop their own standard form contract that they can serve up at the beginning of any engagement. If the buyer insists on using their form (say, if they're a big company) then at least they have a template to compare it to and make sure they're covered in the areas that matter.
The NDA itself? Well, if they aren't forcing you to sign that, I'm not so sure why you would.
In my case, it says "intellectual rights transfer upon full payment", full stop. No pay, no right to use any work product
But yes, generally the terms of a work-for-hire contract specify an exchange of money in return for the work
However, most NDAs are completely independent of getting paid. Thus the author's advice to sign the main contract but leave off the NDA.
In fact, this was common practice for doing enterprise consulting to small businesses when I was doing it at the start of my career. You could frequently reuse layouts and components between jobs since it was mostly basic 4GL+RDB, and it was typical to have no work-for-hire clause at all or a very limited one excluding reusables; or to charge a higher price if the client insisted on the clause to cover redevelopment.
I believe this was also the model that early open source companies such as Cygnus (who I also worked for) was built on. Large companies paid us to port the toolchains to their systems, but I believe the copyright was retained by Cygnus (and presumably reassigned to the FSF).
If someone had work for hire in a separate agreement, and I was otherwise inclined to take the "wait until requested" route, I'd probably wait on returning it too. I don't think I'd sit on the contract that said I'd get paid though, and I'm sure they're usually combined. I just wouldn't point out the omission if I got a contract without one.
That wasn't really clear to me. The wording (in the second situation in the post) made it sound like their partner signed neither the contract nor the NDA.
> “No,” my partner replied. “You sent a contract. I never signed it. It isn’t my problem that you never noticed.”
They could've been more explicit about which things were or weren't signed in the scenario that they described.
But it was sure a good thing that we hadn't signed anything in that particular case, since the bozos were very clearly never going to pay us a cent. We wound up with all the leverage.
With new clients, if there's paperwork involved then I only work off retainer. Never let them get in over your head.
I will say that when dealing with companies in a bankruptcy or wind down situation be very careful.
Often you'll find that their bankruptcy trustee will expect you to follow to the letter of the law the contract you signed while at the same time they'll use the shield of bankruptcy to their advantage to try and get out of their own duties.
I've seen this play out more than a few times. Usually with a small company providing a service to a larger one. When the small company goes under they'll still try to collect all revenue due from the larger company while telling the larger company that they are creditor 128 in line to collect what they are owed.
I think Joel Spolsky alluded to something similar, though much more dubious, where in the first dot com companies would sign contracts where it would be one company selling $200,000 of services to another, but in order to beef up the revenue of both companies they'd also do a "swap" of services so the contract would end up looking like A pays B $1,200,000 and B pays A $1,000,000.
So in theory things would net out to A paying B $200,000. However if A went bankrupt it would still try to collect the $1,000,000 owed to it by B but do their best to get a hair cut from anything they had to pay.