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.
Alaska Residuals Clause for Consultant Agreement
State:
Multi-State
Control #:
US-TS8029
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Word;
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How to fill out Residuals Clause For Consultant Agreement?
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FAQ
A residual clause is a contractual provision typically found in non-disclosure agreements where a party receiving confidential information may use or disclose the same without violating the terms of the agreement.
A provision found in confidentiality agreements providing that employees of the party receiving the confidential information can use confidential information retained in their memories.
Residuals clauses are predominantly found in Confidentiality Agreements and are clauses specifically drafted with the intention of permitting a party disclosing confidential information to avail itself of, share such information and ideas which are maintained as a seeming direct consequence of the constructive ...
?Residuals? or ?residual information? is often defined as ?non-tangible information? or information retained by the recipient unaided by documents provided by the disclosing party. In other words, a ?residual? is confidential information ? the information that the NDA otherwise protects.
The laws in force in either of the Contracting States will continue to govern the assessment and taxation of income in the Contracting States except where an express provision to the contrary is made in this Agreement.
Particularly common in the NDAs provided by big tech and big pharma, a 'residuals' clause operates to allow a party receiving confidential information to keep and use [residual] knowledge gleaned during the course of the relevant matter/discussions and retained in the memory of those employees working on it.
Five other key features must be included in your NDA to ensure it's legally binding, including a description of confidential information, obligations of the parties involved, any exclusions, the term of the agreement and consequences of a breach.
What is Residuary or Residual Clause? A clause in a will that disposes of any estate property that remains after satisfaction of all other gifts.
