This form is a "Residuals" Clause for Basic Nondisclosure Agreement usable in agreements regarding nondisclosure of licensing, patents, or commercial trade secrets. The residuals clause allows some disclosures of confidential information under certain limited circumstances.
The Contra Costa California Residuals Clause for a Basic Nondisclosure Agreement is an important provision in legal contracts designed to protect the trade secrets and confidential information of businesses operating in Contra Costa County, California. This clause addresses the treatment of residual information that may be retained by a party to the agreement, even after the termination of the agreement itself. The purpose of the Contra Costa California Residuals Clause is to ensure that the recipient of confidential information does not unlawfully use or disclose residual information, i.e., knowledge in their possession that may have been derived from the disclosed confidential information. Residual information typically includes ideas, concepts, know-how, skills, and expertise that may be inadvertently retained in the recipient's memory or subconscious, despite reasonable efforts to erase or forget such information. Under the Contra Costa California Residuals Clause, the recipient party agrees to take all necessary precautions to prevent the unauthorized usage or disclosure of residual information. This includes implementing appropriate security measures, such as secure storage, limited access, and non-disclosure agreements with their own employees or subcontractors who may come into contact with the information. There are different types of Contra Costa California Residuals Clauses that may be included in a Basic Nondisclosure Agreement: 1. Standard Residuals Clause: This clause typically states that the recipient party shall not use or disclose residual information obtained through the agreement for any purpose other than as explicitly permitted in the agreement. 2. Non-Use Residuals Clause: This clause goes a step further than the standard clause by explicitly prohibiting the recipient party from using any residual information for their own benefit, whether directly or indirectly. 3. Non-Disclosure of Residuals Clause: This type of clause prohibits the recipient party from disclosing any residual information to third parties, regardless of whether it is used for their own benefit or not. 4. Obligation to Destroy Residuals Clause: Some agreements may include a provision requiring the recipient party to destroy all residual information upon the termination of the agreement or return it to the disclosing party, confirming that no copies or traces of the information remain in their possession. It is important to customize the Contra Costa California Residuals Clause to fit the specific needs and desires of the parties involved. Legal advice is highly recommended ensuring the clause is properly tailored and compliant with applicable laws and regulations in Contra Costa County, California.
Para su conveniencia, debajo del texto en español le brindamos la versión completa de este formulario en inglés. For your convenience, the complete English version of this form is attached below the Spanish version.
