“Can I download this?” is one of the first questions a new guest asks, and one of the first settings a new administrator has to decide. The answer is never a property of the data room itself. It is a choice made per group, sometimes per folder, by whoever runs the room.
This guide explains the settings from both sides of the table.
Data room permission levels: what a guest can do and what the seller keeps
Does not see the folder or file name
Reads in the browser viewer, watermarked
Prints watermarked pages
Saves a file wrapped in rights control
Saves an ordinary file
Why are some data room files view-only?
View-only keeps the only copy inside the room. The seller can watermark it, track who opened it, and withdraw access when a bidder drops out. Once a plain file has been downloaded, none of that applies to the copy on the bidder’s laptop.
That is why most sellers begin with view-only for every outside group and loosen it only when someone has a real need, such as an accountant who must work in a spreadsheet or a lawyer who must mark up a contract.
What do the download settings actually do?
| Setting | What the guest can do | What the seller sees | Typical use |
|---|---|---|---|
| View only | Read in the browser viewer; no save, no print | Views per user and per document | First-round bidders, most documents |
| View and print | Print watermarked pages | Views and print events | Lawyers who annotate on paper |
| Protected download | Save a file that opens only under rights control | Downloads, and later opens on some platforms | Shortlisted advisers needing offline access |
| Plain download | Save an ordinary file | Download events only | Financial models for the preferred buyer, final agreed documents |
| Bulk or folder download | Save a whole folder or the room as a zip | Download events | Closing archive, the buyer’s legal team at completion |
Names vary. One platform’s “secure download” is another’s “encrypted download”; some call view-only “view” and print “view and print”. Map your provider’s options onto the table in a trial.
What is a protected download?
A protected download uses document rights control, often called DRM. The file leaves the room, but it is encrypted and tied to the user. Depending on the platform it may open only in a specific viewer or after a login check, carry a watermark, block printing and copying, and stop opening once you revoke access.
Remote revocation is the key benefit. If a bidder withdraws, you can cut off files they already saved. It is not perfect: a determined person can still photograph a screen, which we discuss in our article on data room screenshot protection. But it raises the effort considerably and leaves a record.
DRM is one of the twelve features on our checklist. In our dataset it is listed for most dedicated deal rooms, including Ellty, iDeals, Datasite, Intralinks, Ansarada and Firmex, but not for every general file-sharing tool. Each review shows whether it is native.
What can the seller see about my downloads?
As a guest, assume the seller can see everything you do in the room:
- Which documents you opened and for how long, on most platforms.
- Which files you downloaded or printed, with the time.
- Your watermark, typically your name or email, the date and time, printed across every page or cell.
This is normal and not a sign of distrust. It protects the seller and, in a dispute, gives both sides a factual record. Our guide to using a data room as a buyer covers what else guests should know.
How should a seller set download rules?
- 1
Default every guest group to view-only
Watermarks on, print off, download off. Apply it at the top folder so new folders inherit it.
- 2
List the files that need to leave the room
Typically the financial model, data exports for analysis and final agreed documents. Most other files never do.
- 3
Open download per group, not per person
Give the shortlisted bidders' financial advisers access to the model, not the whole bidder team.
- 4
Choose protected over plain where it works
Use rights-controlled downloads where the recipient's software supports them, plain downloads where it does not.
- 5
Review the download log weekly
Unexpected bulk downloads early in a process are worth a phone call.
- 6
Revoke at exit
When a bidder withdraws, remove the group and revoke protected files on the same day.
Check inheritance
On some platforms new folders inherit the parent’s download settings; on others they start with the room default. Add a test folder after setting permissions and check what a guest can do with it.
Can you download a whole data room at once?
Often yes, if the administrator allows bulk downloads. Sellers usually reserve this for two moments: giving the buyer a complete set at completion, and producing an archive of the room for both sides’ records. Ask your provider how archives are delivered, encrypted media or a download link, and whether there is a charge. Our pricing guide lists archive fees among the extra costs to ask about.
What if I need a file and I cannot download it?
Ask. Use the Q&A module or contact the seller’s adviser, explain what you need the file for, and request a change for your group. Common, reasonable requests:
- A financial adviser who needs the model in Excel.
- A lawyer who needs a contract in Word to propose changes.
- A technical adviser who needs a data export to analyze.
Avoid workarounds such as screenshots or retyping documents. They break the seller’s trust, may breach the NDA, and the watermark on a screenshot identifies you anyway.
How do download controls differ between platforms?
| Question | Why it matters |
|---|---|
| Can settings be set per group and per folder? | Granularity decides whether you can open one file without opening everything |
| Do watermarks apply to downloads and prints? | A watermark only in the viewer protects less than you think |
| Is protected download available, and on which plan? | Some providers reserve DRM for higher tiers |
| Can protected files be revoked after download? | The main reason to choose DRM at all |
| Does the audit log record downloads per user and per file version? | Your evidence if anything leaks |
| Can spreadsheets be downloaded with formulas intact? | See our guide to spreadsheets in a data room |
Download control is part of security posture in our scoring model, weighted at 22% of the overall score. Our review method explains how it is assessed.
Frequently asked questions
Can you download documents from a virtual data room?
Only if the administrator allows it for your permission group. Many rooms set guests to view-only by default and allow downloads for specific groups or files when there is a reason.
Can the seller see what I download from a data room?
Yes. Data rooms log downloads, prints and usually document views per user, with the time. Downloads and prints typically carry a watermark with your name and the date.
What is the difference between view-only and protected download?
View-only keeps the file inside the browser viewer. A protected download saves the file to your device, but it stays encrypted and under the seller's control, which can include blocking printing and revoking access later.
Can access to downloaded files be revoked?
For protected downloads using document rights control, often yes. For plain downloads, no: once an ordinary file is saved, the seller cannot recall it and only the audit trail remains.
How do I get permission to download a file in a data room?
Ask through the Q&A module or the seller's adviser, explaining what you need it for. Requests for financial models and contracts to mark up are common and often granted to the relevant adviser group.