Bao'An Shenzhen China

NDA and Confidentiality: How We Actually Handle Your Board

Sep 5, 2026  /  PCB COPY

Yes, we sign your NDA before you ship anything, and we sign it as the company, not as a salesperson. If you don’t have one, we’ll send ours — a two-page mutual agreement covering your board, your files, your part numbers, and the fact that the project exists at all. Most customers get it back signed the same working day. That’s the short answer on NDA and confidentiality; the rest of this page is what actually happens after the signature.

What the signature is actually protecting

Engineers usually think an NDA protects the schematic. In practice, the schematic is the least of it. Your board tells a competitor a lot before a single net is traced.

The part markings say who your suppliers are. The layer count and stackup say roughly what you paid per board. The date codes say when the product shipped. The firmware version in the MCU says which revision is in the field. And the mere fact that a company sent an obsolete controller board to a lab in Shenzhen tells anyone watching that the company has a supply problem.

So the confidentiality obligation we take on covers five things, and you should expect all five to be named explicitly in whatever agreement you use:

  • The physical hardware — the sample board, the modules, the pulled chips, and anything you send as a reference unit.
  • Derived data — the netlist, schematic, Gerber set, BOM, X-ray images, layer scans, and any firmware image recovered from a locked part.
  • Your identity as a customer — no portfolio photos, no “we worked with” claims, no case study without written permission.
  • Project metadata — quantities, target price, launch timing, and the reason you needed the work done.
  • Residual copies — backups, working files on engineer machines, and the fabrication package if we also build boards for you.

That last item is the one most agreements forget. A file can be deleted from the delivery folder and still be sitting in a CAM engineer’s local project directory six months later. Ask how it gets cleaned up, and ask who checks.

Who touches your board, and how few people that can be

Confidentiality is mostly an access-control problem, not a legal one. A signed document doesn’t stop a technician from photographing a board on a bench; compartmentalizing the work does.

On a typical reverse engineering job, the board passes through a small number of hands: intake and photography, chemical or mechanical layer separation, trace extraction and net building, schematic capture, and a review engineer who checks the recovered netlist against continuity measurements on the original. That’s the honest minimum. Fewer people than that and nothing gets independently verified.

How we keep the circle small in practice

Boards live in a locked cabinet in the reverse engineering room, not on an open shelf. Personal phones stay out of the lab area. Extraction files sit on an internal project share with per-project permissions rather than a general engineering drive, and the engineer doing the final quality inspection pass sees the netlist and the board but doesn’t need to know what end product it goes into.

If the job continues into build — prototypes, stencil printing and reflow assembly, or volume production — the fabrication and assembly houses get only the manufacturing data set they need. The fab gets Gerbers, drills, and stackup. The assembler gets the pick-and-place file, the BOM, and the paste stencil data. Neither gets the schematic, and neither gets your name on the job ticket if you’d rather they didn’t.

What a reverse engineering NDA should say, and what most templates get wrong

Generic mutual NDAs are written for two companies exchanging spreadsheets over email. They don’t cover a lab that will physically destroy part of your hardware and create derivative technical files from it. Four clauses matter more than the rest.

Clause What a generic template says What it needs to say for lab work
Ownership of derived files Silent, or “each party retains its own IP” The schematic, netlist, Gerber set and BOM produced from your sample are yours on final payment, including working files
Return or destruction “Return all Confidential Information on request” Names the sample board, notes that layer separation is destructive, and states whether remains are returned or disposed of
Subcontractors Blanket permission or nothing Named categories only — fab, assembly, X-ray — bound to equivalent terms, limited to the data set they need
Publicity Often missing No use of your name, logo, board images, or project description in marketing without written consent
Term 1–2 years Long enough to outlive the product; 5 years is common, indefinite for firmware images

Two more small things worth insisting on. First, no automatic license-back: some templates quietly let the recipient use “improvements” it develops. Delete it. Second, name a specific person or role at the lab as the point of contact for confidentiality questions, so there’s someone to call rather than an inbox. We go through the same clause list in more depth in our walkthrough of a reverse engineering NDA, including the wording we use for destructive sampling.

Firmware, locked chips, and the part where we ask questions

Confidentiality cuts both ways on IC unlock work. When we extract a firmware image from a locked STM32, PIC, or MSP430 — whether the part sits behind RDP settings, AVR lock bits, an MSP430 JTAG fuse, or a BSL password — we’re handling something that may be the most valuable single file your company owns. It gets treated as such: delivered once, over a channel you nominate, with the working copy removed from lab systems after you confirm the hash matches on your side.

It also means we ask who owns the code. Legitimate reasons are common and easy to state — you’ve lost the source or the last released hex, you’re maintaining out-of-production equipment, your MCU went end-of-life and you need to migrate, or you’re doing failure analysis or authorized security research. You’re responsible for holding the rights to the design and for complying with applicable IP law in your market; every project runs under NDA on our side. That’s the whole of it, and asking early is faster for both of us than finding out at delivery.

Where an NDA does not help you

Honest limits, because a lab that claims none is telling you something.

  • Confidentiality is not a feasibility promise. A signed NDA says nothing about whether a particular locked part can be read. Some families are routine, some are genuinely uncertain, and a few are not practical with any method we’d offer.
  • Public information stays public. If your board uses a reference design straight out of an application note, an NDA doesn’t make that topology secret.
  • Cross-border enforcement is slow. An NDA is real leverage, but if you’re relying on litigation as your primary control, you’ve already lost. Access control, small teams, and a lab that depends on repeat industrial customers are the practical protections.
  • Destroyed samples don’t come back. Layer separation on a multilayer board is destructive. If your only unit is precious, say so at quoting time — X-ray and careful sequencing can sometimes preserve it, but not always, and it changes the schedule.
  • We can’t sign away regulatory obligations. No agreement covers unlawful requests.

What to send us, and what comes back

You do not need to reveal the end product to get a quote. Here’s the minimum, and it’s deliberately small so you can send it before any paperwork exists.

  1. Clear photos of both sides of the board on a dark, non-reflective background, whole board in frame, in focus at the corners.
  2. Board dimensions and, if you know it, the layer count.
  3. The marking on the main controller — full line of text, including suffix. A close-up photo is fine.
  4. One line on which deliverables you need: schematic, Gerbers, BOM, firmware, working boards.

You can black out silkscreen logos and revision text in those photos. It slows us down slightly and we’d rather have them, but it’s a reasonable first step and we won’t argue.

Back from us: a feasibility read, a lead time, and a price with the scope written out — plus our NDA attached if you don’t have your own. Cost is driven by layer count, board size, component count, whether there are BGAs, and whether firmware is involved, which is laid out in more detail on what drives PCB copy pricing. After signature and after your sample arrives, you get a photo confirming it’s in the lab.

FAQ

Will you sign my company’s NDA instead of yours?

Yes, in almost every case. We review it, flag anything unworkable for lab conditions — usually a return-of-materials clause that ignores destructive layer separation, or a subcontractor ban that would block fab and assembly — and send back a redline or sign as is. Turnaround is typically same day for a standard two- or three-page mutual agreement.

Can you sign before I tell you what the board is?

Yes. Sign first, describe second — that order is normal and we prefer it. For a rough feasibility answer we only need photos, dimensions, and the controller marking, with logos masked if you like. Detailed scope and pricing need more, but nothing about the end application or your customer.

What happens to my files and my board when the project ends?

Deliverables go to you. Working files are removed from active project storage after you confirm receipt and the delivery window closes, unless you ask us to retain them for follow-on work such as a revision or a production run. Surviving hardware is shipped back or disposed of, your choice, stated in the agreement rather than assumed.

Do subcontractors see my design?

Only the fraction they need. A fab house receives Gerbers, drill data, and stackup — no schematic, no BOM. An assembler receives the placement file and BOM. Each is bound by equivalent confidentiality terms, and if you’d rather your company name never appear on a shop floor document, we run the job under our reference number.

Start with the paperwork, not the parcel

If confidentiality is the thing

Working on a board like this?

Send the chip marking or two photos. You get feasibility, lead time and price within 24 hours, and the check costs nothing.

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