What’s the Difference Between an NDA and a BPA?

The legal aspects of a beta test can be a major stumbling block for any team. When you’re putting prerelease products into the hands of strangers, you want to make sure you have your bases covered. While your legal team may have boilerplate contracts for many situations, this could be their first time dealing with beta’s unique legal questions. Two legal agreements are commonly used in beta: non-disclosure agreements and beta participant agreements. We’d like to take a moment to look at the different purposes these two documents serve.

A non-disclosure agreement (NDA) is a fairly standard business agreement that protects confidential information shared between two parties. Basically, the person signing it is promising not to tell anyone what they’ve learned about the company. In beta tests, the testers are promising not to talk about the products they’ve tested or their experience as a tester. Many companies have standard NDAs they use with anyone outside the company that can be used for beta testers with very little revision.

A beta participant agreement (BPA), on the other hand, is a beta-specific document that establishes the guidelines and expectations for your test. It’s an opportunity to communicate to your testers what they’ll be expected to do (or not do) during your test. A BPA is a legally binding document in case one of your testers goes rogue, but it’s also a good opportunity to make sure your testers understand the time and energy commitment you’re expecting before they have the beta product in their hands. What’s included in this document will vary widely depending on the company and the product. Within the document you may include warranty and liability information, restrictions on copying or disassembling the beta product, as well as an outline of the tester’s (and your) obligations throughout the beta test.

These two agreements can be presented to your testers in one hybrid document or as two separate agreements, depending on your company’s preference. Either way, it’s important to communicate both the need for confidentiality and the tester’s obligations before you provide them with any privileged information.

For more information on these agreements (including complete NDA and BPA templates), download our Beta Test Agreement Kit. If you’re interested in more best practices for maintaining beta secrecy, consider downloading our eBook on Keeping Beta Tests Confidential.

Download our Beta Test Agreement Kit now.

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