Buyers often request explicit carve-outs allowing disclosure to regulators, auditors, financing sources, affiliates, and professional advisers—provided those recipients are bound by confidentiality. They may also seek confirmation that the vendor cannot withhold consent for disclosures needed to comply with securities or public company obligations.
On use, buyers look for language that permits internal analysis, integration planning, and benchmarking in aggregate, all without tripping into breach. Vendors typically agree if the data is anonymized or limited to what's necessary.
Clear carve-outs reduce friction later when the buyer needs to report results, raise funding, or integrate the vendor's tool across related entities.
THIS IS NOT LEGAL ADVICE.