This clause restricts either party's ability to publicly announce, disclose, or publicize the existence of the vendor relationship, the contract terms, or the engagement without prior written consent from the other party. It typically requires that any press release, marketing material, case study, or public statement about the relationship must be approved in advance. The clause may include exceptions for legally required disclosures (such as SEC filings for public companies) or disclosures required by law.
This clause matters because vendors often want to use customer relationships for marketing and credibility purposes—listing you as a client, publishing case studies, or issuing joint press releases. However, you may have competitive, strategic, or confidentiality reasons for keeping the relationship private. The clause prevents the vendor from leveraging your name or the engagement for promotional purposes without permission, protecting your competitive position and allowing you to control your public narrative about vendor relationships.
Negotiate a balanced approach: allow the vendor to list you as a client in basic marketing materials (website, proposals) without approval, but require written consent for detailed case studies, press releases, testimonials, or public speaking engagements. Clarify that legally required disclosures (SEC filings, regulatory submissions, court proceedings) are exempt from the restriction. Consider allowing each party to make internal announcements to employees without approval. Specify a reasonable approval timeline (e.g., 5-10 business days) and establish a process for requesting approval. If you're the vendor, push back on overly restrictive language that prevents all public acknowledgment of the relationship, as this limits your ability to demonstrate market presence and build credibility.
Frequently Asked Questions
What does this clause mean in simple terms?
This clause restricts either party's ability to publicly announce, disclose, or publicize the existence of the vendor relationship, the contract terms, or the engagement without prior written consent from the other party.
Why should I care about this clause?
It typically requires that any press release, marketing material, case study, or public statement about the relationship must be approved in advance.
What are my options?
The clause may include exceptions for legally required disclosures (such as SEC filings for public companies) or disclosures required by law.
How does this affect small businesses?
This clause matters because vendors often want to use customer relationships for marketing and credibility purposes—listing you as a client, publishing case studies, or issuing joint press releases.