NCND AGREEMENT (NCNDA)
NCND AGREEMENT
INTERNATIONAL CHAMBER OF COMMERCE (I.C.C.)
NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT
WHEREAS, the Undersigned wish to enter into this Agreement to define certain parameters
of the future legal obligations, are bound by a duty of Confidentially with respect to their
sources and contacts.
WHEREAS, the Undersigned desire to enter a working business relationship to the mutual
and common benefit of the parties hereto, including their affiliates, subsidiaries, stockholders,
partners, co-ventures, trading partners, and other associated organizations (herein after
referred to as "Affiliates").
NOW THEREFORE in consideration of the mutual promises, assertions and covenants herein
and other good and valuable considerations, the receipts of which is acknowledged hereby, the
parties hereby agree as follows:
I. TERMS AND CONDITIONS :
A. The parties will not in any manner, solicit, nor accept any business in any manner from
sources not their Affiliates, which sources were made available through this agreement,
without the express permission of the party who made available the source and,
B. The parties will maintain complete confidentiality regarding each other business sources
and/or their Affiliates and will disclose such business sources only to named parties pursuant
to the express written permission of this party who made available the source; and,
C. That they will not in any of the transactions the parties are desirous of entering into and do,
to the best of their abilities assure the other that the transaction codes established will not be
affected and
D. That they will not disclose names, addresses, email address, telephone and telefax or telex
numbers to any contacts by either party to third parties and that they each recognize such
contracts as the exclusive property of the respective parties and that they will not enter into
any direct negotiations or transactions with such contracts revealed by the other party and
E. That they further undertake not to enter into business transaction with banks, investors,
sources of funds or other bodies, the names of which have been provided by one of the parties
to this agreement, unless written permission has been obtained from the other party(ies) to do
so. For the sake of this agreement, it does not matter whether informations obtained from a
natural or a legal person. The parties also undertake not to make use of a third party to
circumvent this clause.
F. That in the event of circumvention of this Agreement by either party, directly or indirectly,
the circumvented party shall be entitled to a legal monetary penalty equal to the maximum
service it should realize from such a transaction plus any and all expenses, including but not
limited to all legal costs and expenses incurred to recover the lost revenue.
G. All consideration, benefits, bonuses, participation fees and/or commissions received as a
results of the contributions of the parties in the Agreement, relating to any and all transactions
will be allocated as mutually agreed.
H. This agreement is valid for any an all transaction between the parties herein and shall be
governed by the enforceable law in Australian Courts, Canada Courts, USA Courts, UK
Courts, Singapore Courts, or underss Law in Zurich, in the event of dispute, the
arbitration laws of states will apply.
I. The signing parties hereby accept such selected jurisdiction as the exclusive venue. The
duration of the Agreement shall perpetuate for five (5) years from the date hereof.
Participants Initials:
1. _________
2. _________
3. _________
4. _________
II. AGREEMENT TO TERMS
A. Signatures on this Agreement received by the way of Facsimile, Mail and/or Email shall be
deemed to be an executed contract. Agreement enforceable and admissible for all purposes as
may be necessary under the terms of the Agreement.
B. All signatories hereto acknowledge that they have read the foregoing Agreement and by
their initials and signature that they have full and complete authority to execute the document
for and in the name of the party for which they have given their signature.
ACCEPTED AND AGREED WITHOUT CHANGE
Signed this on ______ day of ________________1999
1. ________________________________
Signature
________________________________
Printed Name
__________________________________
Company Name
__________________________________
Telephone Facsimile
___________________________________
Email
2. ________________________________
Signature
________________________________
Printed Name
__________________________________
Company Name
__________________________________
Telephone Facsimile
___________________________________
Email
3. ________________________________
Signature
________________________________
Printed Name
__________________________________
Company Name
__________________________________
Telephone Facsimile
___________________________________
Email
4. ________________________________
Signature
________________________________
Printed Name
__________________________________
Company Name
__________________________________
Telephone Facsimile
___________________________________
Email
