Taking your manual non-disclosure agreement (NDA) process into a digital environment can deliver huge time savings. How do you do it?
This deep dive explores who NDAs affect, why they might benefit from digitizing their NDA workflow, and how to do it. Use the menu below to find out more, or explore our deep dives on other contracts, like MSAs.
What’s an NDA?
In a non-disclosure agreement (NDA), parties agree what confidential material they’d like to share with each other but prevent from being shared with anyone else. When it comes to sensitive or proprietary information, NDAs enable confidentiality and privacy, and are some of the most common contracts in the business world.
Who do NDAs affect?
NDAs affect many different teams in a business, and in different ways.
Lots of teams in a business might need to send out NDAs, including sales, legal, HR, finance, operations and procurement. Anyone who needs legal certainty around confidentiality is a potential user.
Legal counsel typically own the NDA template, and usually have the approval rights too (unless it is a particularly sensitive NDA, in which case it may need to be approved by someone specific in the leadership team).
Authorized signatories sign the contract on behalf of the business.
The NDA counterparty could be practically any company, organization or individual. At Juro, we see NDAs across a huge variety of companies, from B2B SaaS providers and marketplaces to retail, media and fintech.
What does a manual NDA process look like?
A manual process for NDAs is usually slow and painful, with documents moving between different tools and platforms. Typically, a user finds on a shared drive a Word template for an NDA – hopefully the most current version; frequently not. The user fills in the relevant information, sends it on to the counterparty (who makes some changes) and then emails it back to their legal team for review (who point out that it’s an old template and make another lot of revisions).
Once everyone is agreed, the contract is converted to PDF and signed in DocuSign (or using another eSignature provider), or it might need to be printed, signed by hand and then scanned. Copies of the signed agreement should be sent to everyone who needs one internally and to the counterparty. It’s then saved to a shared drive – or worse, a local drive.
Some companies might have made some small improvements to this process: the template might be a shareable Google Doc; versions might be circulated internally using Slack; and once signed, the details might be manually entered into a CRM system like Salesforce.
What are the pain points?
When we work with companies looking to digitize their NDA workflow, the pain points are almost always the same:
Wasted legal time: “I’m the general counsel – why am I hunting around in shared drives looking for Word documents?”
Version control: “I think people are sending out NDAs with our old terms. And I can’t even be sure.”
Chasing between systems: “How can I tell from this PDF what changes were made in the Word document, and by who?”
Lost metadata: “I lose visibility of NDAs once they’re signed, which is a risk; how do I know who we’re under NDA with?”
This is a lot of pain for what’s usually a low-value, low-negotiation document. So how can we improve it by digitizing it?
How to digitize your NDAs
Create: templates and self-serve
In a digitized NDA workflow, legal owns the template, from which users can self-serve watertight documents. Juro does this using a Q&A flow, wherein users answered a series of natural-language questions to autopopulate an NDA with the relevant details. Check it out.
Collaborate: in-browser negotiation and approval
In a digital workflow, you negotiate the contract in the same system, rather than separately from Word, email, DocuSign or wherever else you’ve previously been using to manage NDAs. Look for a contract collaboration platform that lets you distinguish between internal and external comments, so that your internal reasoning can’t be seen by the counterparty.
Approval workflows are another useful feature, empowering commercial teams to create NDAs but giving legal admins oversight and sign off before it goes to the counterparty. This strikes the right balance between control and frictionless self-serve.
Agree: secure, mobile-responsive eSignature
In a fast-paced global world, there should be no need for parties to be in the same room, messing around with pens and paper. With a contract collaboration platform like Juro, you and your counterparties can eSign securely, anywhere, anytime, on any device. This will likely reduce the time it takes to secure a signature and you can be notified as soon as it happens. Better still, eSignature can even trigger the automatic sending of the signed contract to each party.
Manage: analytics and dashboards
Digitalization will give you access to analytics, allowing you to spot problems from your dashboard and get things moving again right away.
Approval workflows are another useful feature, empowering commercial teams to create NDAs but giving legal admins oversight and sign off before it goes to the counterparty
Useful features for digitizing NDAs
If you are looking to end manual processes for NDAs, you might benefit from:
Self-serve contract generation. A Q&A flow allows business users to create legally compliant contracts in seconds, without needing input from busy legal teams.
Approval workflows. By defining roles for legal approvers, you can make sure that NDAs move quickly between stakeholders.
Internal commenting. If standard terms are to be varied, it’s useful for internal stakeholders to be able to collaborate in real time, without worrying about audit trails and version control.
External redlining. Negotiation isn’t common with NDAs, but counterparties still need to be able to suggest changes without moving into Word and losing audit trails and data.
eSignature. eSignature is particularly important to make sure the workflow is frictionless. Mobile-responsive eSignature on any device is likely to speed up time-to-sign.
CRM integration. If your company mainly generates sales contracts, alongside which you send NDAs, it might be useful to be able to also generate and track NDAs your existing CRM (e.g. Salesforce).
Mass actions. This feature enables authorized signatories to eSign dozens of contracts with a single click.
Is managing NDAs manually a pain point for your business? Is your SaaS company or marketplace growing so fast that the contract process is out of control, with friction pre-signature and a lack of visibility post-signature?
If so, get a free Juro account and see if you could benefit from a contract collaboration platform that enables businesses to agree and manage contracts all in one unified workspace.