This form is a "Residuals" Clause for a Consultant Agreement usable in consulting agreements where consultant exposure to commercial trade secrets or other confidential information is a factor. The residuals clause allows some disclosures of confidential information under certain limited circumstances.
The Oklahoma Residuals Clause for Consultant Agreement is an important provision that helps protect the statewide interests and intellectual property rights of individuals and businesses engaging the services of consultants. This clause, specific to the state of Oklahoma, addresses the ownership and use of residual knowledge and information acquired by consultants during the term of their agreement. In essence, the Residuals Clause ensures that if a consultant gains knowledge or develops ideas or concepts while working on a project, they may not independently utilize or disclose such information for any purpose unrelated to the agreement. Instead, the rights to such residuals typically remain with the entity or individual who contracted the consultant's services. There are different types of Oklahoma Residuals Clauses that may be included in consultant agreements, each tailored to meet the specific needs and circumstances of the parties involved. Some common types include: 1. Standard Residuals Clause: This clause states that any residual knowledge, information, or know-how developed or gained during the agreement term shall be the sole property of the contracting entity/individual, even if it is not specifically protected by intellectual property laws. 2. Limited Residuals Clause: This clause defines the limited circumstances under which the consultant can use or disclose the residual information. It sets forth the specific situations where the consultant may benefit from the residual knowledge, while still ensuring that the bulk of the rights remain with the contracting party. 3. Assignment of Residuals Clause: This clause allows the consultant to temporarily retain the ownership of the residual information, but it ultimately assigns all rights and ownership to the contracting entity/individual upon the completion or termination of the agreement. 4. Time-bound Residuals Clause: In certain cases, a consultant may be allowed to utilize the residual information for a limited period after completing the agreement, after which all rights revert to the contracting party. This clause ensures that the consultant cannot abuse the residual knowledge indefinitely. 5. Mutual Residuals Clause: In some situations, both parties may agree to share the rights to the residual information generated during the agreement term. This clause outlines the specific terms of the shared ownership and addresses the rights and responsibilities of each party. It is important for both the consultants and contracting parties in Oklahoma to carefully review and negotiate these clauses to protect their interests. By including an appropriate Oklahoma Residuals Clause in the Consultant Agreement, parties can establish clear expectations regarding the ownership and use of residual knowledge, mitigating the risk of disputes or unauthorized exploitation.
