What Is a Non-Disparagement Clause in a Contract?

A non-disparagement clause is a promise not to make negative statements about the other party — and sometimes its products, staff or owners — often for a set period or with no end date. It can limit reviews, public comments and private conversations, so its scope and length matter.

Analyze my contract — free Full mechanics: 7 Things to Negotiate Before You Sign a Contract (2026)

Why it matters

It can limit reviews, public comments and even private conversations. In US practice some uses are restricted by law, for example in consumer reviews and certain workplace settings, so the wording matters.

How common is it?

In the 510 public-company commercial contracts of the CUAD dataset (The Atticus Project, CC BY 4.0), 38 (7.5%) contain a non-disparagement clause.

Among contract types with at least 20 contracts in the set, it shows up most in collaboration agreements (5 of 26), endorsement agreements (4 of 24) and sponsorship agreements (5 of 31).

These are larger-company deals, not a sample of every contract — a reference point, not a rule. Full method: /data/cuad.

What to watch for

One-way wording: you may not criticize them, they may criticize you.
No end date, and coverage of truthful statements.
No exception for statements required by law or made to regulators.

A realistic example

A consultant's contract bars any “negative statement” about the client, forever. Years later, the consultant is unsure whether a factual case study about the project is allowed.

What to ask for

Mutual wording with an end date.
Exceptions for truthful statements required by law, to regulators, and in legal proceedings.

Related terms: confidentiality clause · non-solicitation · non-compete

See how the non-disparagement clause reads in your contract — 👉 Analyze your contract free — your first analysis is free, no card, no deadline to use it.

Not legal advice. This is an educational definition of a common contract term. Details vary by jurisdiction — this page explains common U.S. usage. For high-stakes agreements, have a lawyer review the final version.