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 San Bernardino California Residuals Clause for Consultant Agreement is a legal provision that addresses the ownership and usage of residual information or knowledge obtained by a consultant while working on a project in San Bernardino, California. This clause specifically intends to safeguard the rights of both the consultant and the hiring company regarding residual information. Residuals, in this context, refer to any information that remains with the consultant after the completion of the agreement and is not considered confidential or proprietary. The main purpose of this clause is to clarify the use, ownership, and protection of residual information. It ensures that the hiring company does not claim ownership over broad categories of knowledge that the consultant already possessed or developed independently before entering into the agreement. The San Bernardino California Residuals Clause for Consultant Agreement typically includes the following key details: 1. Definition of Residuals: The clause provides a clear description of what constitutes residuals, including ideas, concepts, know-how, and other non-confidential information held by the consultant. 2. Ownership of Residuals: It states that the residuals developed or acquired during the term of the agreement will remain the sole property of the consultant. 3. Limitations on Confidentiality: The clause clarifies that residuals are not subject to the confidentiality obligations outlined in the agreement. 4. Scope of Use: It outlines the rights granted to the hiring company to utilize and incorporate the residuals into their business operations but restricts their usage solely for the project or purposes agreed upon, excluding any competitive advantage or use beyond the agreement's scope. 5. Non-Disclosure Obligations: The clause may also specify that the consultant should take reasonable measures to protect confidential and proprietary information and prevent the unauthorized disclosure of any residuals. It is important to note that while this description provides a general understanding of the San Bernardino California Residuals Clause for Consultant Agreement, the specific terms and language can vary based on the agreement's nature, the consultant's expertise, and the hiring company's requirements. Different organizations and legal professionals may have variations of the residuals' clause to suit their specific needs, leading to the existence of various types of San Bernardino California Residuals Clauses for Consultant Agreements.
