NDA gate
An NDA gate is an in-product workflow that requires a viewer to accept a Non-Disclosure Agreement before being shown any documents, with cryptographically logged acceptance evidence.
An NDA gate is the access-control mechanism a virtual data room or document portal uses to capture NDA acceptance with an audit trail before granting view access to the underlying material.
On modern VDRs the workflow is: viewer clicks a per-recipient link, sees the NDA text, types their full name and email, ticks the consent box, and is then routed to the documents. The product records signer name, signer email, signer IP, timestamp, and a snapshot of the NDA text. UK transactional best practice retains this record for 6 years.
Distinct from a wet-signed NDA: the gate is electronic and bound to a specific link, not a contract negotiated in advance. Use the wet-signed NDA for high-value M&A teasers; use the gated NDA for fundraising and standard due diligence to keep workflow moving.
See also: Virtual Data Room, UK GDPR.