This clause lists the specific people or organizations you're allowed to share confidential information with—such as your employees, lawyers, or accountants. It matters because confidentiality clauses normally forbid sharing secrets, so this clause carves out exceptions to prevent you from breaking the contract when you legitimately need help. For example, you might need to show financial information to your accountant to prepare tax returns, and this clause says that's allowed. Without it, you'd technically violate the contract by telling anyone anything, which would be impractical and unworkable.
Make sure this clause explicitly lists everyone you'll realistically need to tell—employees, advisors, lenders, insurers, and anyone else involved in your business. If a category is missing and you later share information with that person, you could be sued for breach of contract, so it's worth negotiating to add broad language like "employees on a need-to-know basis" rather than trying to list every individual. ---
Frequently Asked Questions
What does this clause mean in simple terms?
This clause lists the specific people or organizations you're allowed to share confidential information with—such as your employees, lawyers, or accountants.
Why should I care about this clause?
It matters because confidentiality clauses normally forbid sharing secrets, so this clause carves out exceptions to prevent you from breaking the contract when you legitimately need help.
What are my options?
For example, you might need to show financial information to your accountant to prepare tax returns, and this clause says that's allowed.
How does this affect small businesses?
Without it, you'd technically violate the contract by telling anyone anything, which would be impractical and unworkable.