Platform Partnerships

SaaS Integration NDA Guide

Protect your platform during API integrations, marketplace partnerships, and SaaS-to-SaaS connections. Cover technical specifications, customer data, and business terms.

Types of SaaS Integrations

Different integration types require different levels of NDA protection. The deeper the integration, the more sensitive information is typically exchanged.

API-to-API Integration

Direct platform connections via REST, GraphQL, or webhooks. Exposes endpoints, auth methods, and data schemas.

Marketplace Listing

App stores, plugin directories, or integration marketplaces. Involves review of app functionality and compliance.

Embedded SDK/Widget

Embedding your functionality in partner's product. Shares frontend code, styling, and user experience patterns.

Data Sync Integration

Bi-directional data synchronization. Involves data mapping, transformation logic, and sync protocols.

SSO/Identity Integration

Single sign-on via SAML, OAuth, or OIDC. Shares identity architecture and security configurations.

AI/ML Pipeline

Integrating AI services or sharing training data. Involves model endpoints, inference APIs, and data privacy.

Integration Partnership Lifecycle

NDAs typically cover the evaluation and development phases. Additional agreements (API Terms, Partnership Agreement) govern production use.

1
Discovery

Initial discussions, use case evaluation

2
NDA Signed

Confidentiality in place

3
Sandbox Access

API docs, test credentials

4
Development

Building the integration

5
Production

Go-live + ongoing terms

Essential SaaS Integration NDA Clauses

Platform Architecture

Protects technical details about your SaaS architecture, including multi-tenancy design and infrastructure.

"Platform Architecture" includes all information regarding multi-tenant design, data isolation methods, infrastructure topology, scaling mechanisms, and deployment configurations shared during integration discussions.

Capacity & Limits

Rate limits, quotas, and capacity information reveal business constraints and pricing strategy.

All information regarding API rate limits, request quotas, concurrent connection limits, and platform capacity shall be treated as Confidential Information and shall not be disclosed to competitors or used for competitive benchmarking.

Customer Data Handling

Defines how customer data may flow between platforms during integration.

Partner shall not access, store, or process end-customer data beyond what is strictly necessary for integration functionality. Any customer data accessed shall be subject to the data protection requirements in Exhibit A.

Roadmap Confidentiality

Protects future feature plans shared during integration planning.

Product roadmap information, including planned features, deprecation schedules, and API version timelines, shall remain confidential for 3 years from disclosure or until publicly announced, whichever is earlier.

Pricing Information

Partner pricing, volume discounts, and revenue share terms are highly sensitive.

All pricing information, including API usage tiers, volume discounts, revenue sharing arrangements, and special partner rates, shall be treated as Confidential Information and shall not be disclosed to any third party.

Security Configurations

Authentication methods, encryption details, and security architecture.

Security configurations including OAuth client secrets, webhook signing keys, encryption implementations, and security architecture documentation shall be handled in accordance with security requirements in Exhibit B.

Data Handling in SaaS Integrations

Customer Data Protection

  • Define what customer data will be accessed
  • Specify data retention and deletion requirements
  • Require DPA in addition to NDA for PII
  • Prohibit data mining for competitive purposes
  • Define breach notification procedures

Platform Data Protection

  • API usage analytics and patterns
  • Error rates and performance metrics
  • Feature usage and adoption data
  • Infrastructure and scaling information
  • Security incident information

DPA Requirements

If customer personal data will flow between platforms, you likely need a Data Processing Agreement (DPA) in addition to the NDA. The NDA protects confidentiality; the DPA governs GDPR/CCPA compliance. See your privacy counsel for specific requirements.

Information Sensitivity Matrix

Information Type Sensitivity Recommended Protection
Public API documentation Low Standard NDA or none
Sandbox API credentials Medium NDA + credential agreement
Production API keys High NDA + credential agreement + access controls
Rate limits and quotas Medium Standard NDA with business info protection
Customer data access High NDA + DPA + security requirements
Internal architecture docs High Strong NDA + limited distribution
Pricing and revenue terms High Strong NDA + need-to-know restriction
Product roadmap High NDA + time-based expiration

Sandbox vs. Production Access

Many integrations start with sandbox access under an NDA, then require additional agreements (API Terms of Service, Partnership Agreement) for production access. Structure your NDA to cover the evaluation phase, with clear provisions for transitioning to production agreements. See our API Access NDA for sandbox-specific provisions.

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Integration NDA Checklist