Confidentiality & Technology
Non-Disparagement
Also: Non Disparagement
A non-disparagement provision limits specified negative statements about a person or business. It concerns speech and reputation; confidentiality concerns disclosure of information.
Lawyer Explanation
These clauses can appear in settlements, employment exits, or commercial agreements. Evaluate whether the obligation is mutual, which people and communications it covers, how breach is measured, and the available remedies. A speech restriction should not be assumed to override protected reports or other legal rights.
What It Actually Does
Defines a particular restriction. Read it together with exceptions, remedies, duration, the parties involved, and the commercial relationship; it is not interchangeable with other protective clauses.
Why It Matters
A clause or plan can affect future work, transactions, information use, or continuity. Identify what the parties need to protect and what activities must remain possible before selecting language.
Example
Two businesses settle a dispute and want to prevent public attacks. They need to consider statements to advisers, legal proceedings, required disclosures, and protected communications rather than banning every unfavorable statement.
What Stewart Law Looks For
- Covered speakers and recipients
- mutuality
- truthful or legally required statements
- protected reporting
- remedies and notice procedures.
Common Red Flags
- An absolute ban on all negative speech
- no exceptions for testimony or lawful reports
- a penalty disconnected from the agreement or alleged harm.
Common Negotiation Points
Define the objective and covered conduct; narrow ambiguous language; coordinate exceptions, duration, and related agreements. The appropriate terms depend on the actual relationship and agreed scope.
Florida & Federal Considerations
Florida
Florida legal treatment depends on the clause, parties, and context. A settlement clause, consumer term, and employment provision can raise different concerns.
Federal
Protected disclosures and labor or consumer rights may affect permissible language. The agreement should be reviewed for the actual relationship and current applicable law.
Related Terms
Contracts Where You'll Commonly See It
Frequently Asked Questions
Is this the same as an NDA?
No. An NDA regulates protected information. This concept addresses different conduct and should be reviewed separately.
Can I rely on a definition to decide what my agreement allows?
No. Review requires the complete agreement, related documents, relevant circumstances, and current law. Stewart Law confirms conflicts and scope before providing advice.
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