This clause lets someone use general knowledge, skills, or experience they gained from working with you, even after the contract ends. For example, a consultant might use problem-solving techniques they learned while working for you on future projects with other clients. This is medium-risk because it's hard to draw a line between legitimate general knowledge and your actual trade secrets. US courts have recognized "residual knowledge" as a real legal concept—they understand that people naturally retain what they learn—but the clause can be written so broadly that it swallows your confidentiality protections.
If you're hiring someone, accept that they'll retain general skills and knowledge; this is normal and courts won't enforce overly broad restrictions anyway. However, insist the clause explicitly excludes your confidential information, customer lists, pricing, and specific methodologies. If you're the person being hired, push for this clause because it protects you from being sued for using general expertise elsewhere, but make sure it's written clearly so you know exactly what knowledge you can and cannot use. ---
Frequently Asked Questions
What does this clause mean in simple terms?
This clause lets someone use general knowledge, skills, or experience they gained from working with you, even after the contract ends.
Why should I care about this clause?
For example, a consultant might use problem-solving techniques they learned while working for you on future projects with other clients.
What are my options?
This is medium-risk because it's hard to draw a line between legitimate general knowledge and your actual trade secrets.
How does this affect small businesses?
US courts have recognized "residual knowledge" as a real legal concept—they understand that people naturally retain what they learn—but the clause can be written so broadly that it swallows your confidentiality protections.