Non-disclosure agreement for data room folders

How to make a shared folder require a non-disclosure agreement, and what the user sees in the data room until they accept it.

For confidential material you can require that a data room folder opens only after the user has accepted the non-disclosure agreement towards the folder's client company. The system creates an evidence PDF of the acceptance and notifies the company's administrators.

Switching the requirement on

  1. Open Document → Folders and click the Edit name / hierarchy icon in the shared folder's row.
  2. In the left column, in the Non-disclosure agreement (NDA) button group, choose the yellow Required button.
  3. Click Save. In the folder list a yellow NDA label appears under the folder name.

The requirement is inherited: every subfolder is locked too. When you edit a subfolder it says: "Required anyway: inherited from the parent folder "…"."

The agreement text

The text is edited under Contracts → Contract templates, in the template of the kind "Non-disclosure agreement (data room)". The built-in template is in Hungarian, English and German with 9 chapters. The agreement is made towards the folder's client company (disclosing party); without a client company, towards the operator of the system.

After any change to the template text every earlier acceptance becomes "Outdated text", and users must accept again the next time they open the folder.

What does the user see in the data room?

  1. After signing in the user first accepts the terms of use, if they are mandatory for the store.
  2. The locked folder appears with a padlock in the folder tree. When opened, the card "Non-disclosure agreement required" appears.
  3. With "Read the agreement" the user reads the text in their own language.
  4. They tick the box ("I have read the non-disclosure agreement, I accept it and undertake to comply with it.") and click "I accept".
  5. The system shows: "Thank you — the non-disclosure agreement has been accepted." From then on every NDA-required folder of that client company opens for them.

Without the tick: "Please tick the box to accept the non-disclosure agreement." If the PDF copy cannot be produced, the acceptance is still valid and the user sees: "Your acceptance is recorded. The PDF copy of the agreement will be prepared by the administrator."

Issuing packages

From an NDA-required folder a watermarked package can be issued with the package issue function only to a user with a valid agreement.

Example

On the "Office building — Technical documents" folder of Sample Property Ltd. the Required button is switched on. Anna Kovács signs in; the folder and its "Floor plans" subfolder show a padlock. She reads and accepts the agreement; the system records it as NDA-000007, files the PDF among the documents of Sample Property Ltd. and notifies the company's administrators.