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Forms > This page NON-CIRCUMVENTION / NON-DISCLOSURE / FEE AGREEMENT Page one (1) of three (3) Seller's Transaction Code: This agreement, effective this ____day of ______________, 2000, is between the undersigned parties involved in the transaction defined by codes above, hereby join and bind together, for mutual benefit and protection, all the undersigned: WITNESSETH; whereas, the parties (including their associates, agents, affiliates and/or representatives collectively or individually referred to as "affiliates" herein) contemplate entering into or participating in one or more business transactions concurrently herewith and/or hereafter during the term if this agreement (hereafter individually and/or collectively referred to as the "subject business") and whereas parties mutually recognize that in such subject business each may learn from the other (including affiliates) the identity, address, and/or telephone/facsimile numbers of clients, brokers, buyers, sellers, financiers, (hereinafter referred to as "confidential sources") and/or information relating to bank accounts, transaction codes, participating bank and or entities (hereinafter referred to as "confidential information") which the other party possesses and may have acquired at substantial cost or effort.
Neither party (including affiliates of such party) will attempt, directly or indirectly, to contact the other parties transaction banks on matters of subject business or contact or negotiate with a confidential source or make use of any confidential information of the other party, except through such other party or with the express written consent of such other party as to each such contact and/or use, after having entered into a commission agreement with such other party. The parties or their affiliates shall not contact, deal with, or otherwise become involved in any transaction with any corporation, partnership, individual, any banks, trust or lending institutions which have been introduced by the other party without the permission of the introducing party. Any violation of this covenant shall be deemed an attempt to circumvent such other party, and the party so violating this covenant shall be liable for damages in favor of the circumvented party.
All confidential sources and confidential information of each party are valuable property and shall remain the exclusive property of such party. Neither party (nor any of such parties' affiliates) will disclose to any third party any confidential information of the other party obtained in the transaction of the subject business.
This Agreement shall be binding upon the parties and their respective legal representatives, successors, and assigns for a period of three (3) years from the date last affixed herein, including any extensions. This Agreement shall be deemed to have been made in the province of Gauteng within South Africa, and shall be construed and interpreted in accordance with the laws of said State, including those of the applicable International Law. Initials______ Initials ______ Initials______ Initials______ Page one (1) of three (3) Page two (2) of three (3) Seller's Transaction Code:
In the event of any dispute as to meaning or enforcement of this Agreement, parties are to submit the matter to binding arbitration. Upon any breach of this Agreement, the party default will pay to the other party (I) the non-circumvention damages; (ii) all losses and/or breach; (iii) all expenses incurred in enforcing any legal remedy and/or right(s) based upon or arising out of this Agreement.
No delay or failure by any party to exercise any right under this Agreement, and no partial or single exercise of the right, shall constitute a waiver of that or any other right, unless otherwise expressly provided herein.
Each party shall have the right to receive from the Buyer, or if agreed the Seller, the fee and commission for his endeavor on the consummation of the contract and the execution of the transaction according to the signed agreement.
This Agreement may be executed in two or more counterparts and facsimile copies, each of, which shall be deemed an original, but all of which together shall constitute one and the same instrument. All notices or other documents under this agreement shall be in writing and sent by facsimile or computer-via or delivered personally or ailed by certified mail, postage prepaid, and addressed to the parties at their last known addresses. The spirit behind this Agreement is one of mutual trust and confidence and of the reliance of each other to do what is fair and equitable.
All commission fees will be distributed to the individuals or groups named for the entire transaction, per tranche, including any rolls and extensions. The fees will be paid per the bank purchase order instructions, by wire transfer, to the designated accounts of the beneficiaries without protest, delay, or deductions, other than bank wire transfer fees. Fifty (50%) percent or one-half of the commission fee will be paid to the Seller's side for distribution to all beneficiaries by the designated paymaster(s): The bank coordinates to be advised in addition. Fifty (50%) percent or one-half of the commission fee will be paid to the Buyer's side for distribution to all beneficiaries by the designated paymaster(s): The bank coordinates to be advised in addition. Initials____ Initials ____ Initials ____ Initials ___ Page two (2) of three (3) Page 3 of 3 Seller's Transaction Code: The payment of the fees listed on page two (2) of this Agreement, will be covered by the purchase and sale contact between the Seller and the Buyer in a separate Appendix, to it which will constitute and integral part of the purchase and sale contract and such payment for any and all commissions will be made simultaneously with the payment(s) to the Seller. As evidenced, by the signatures below, it is hereby acknowledged that all mention in sections one (1) to eight (8) above of this Agreement are accepted and agreed without any change between the signatories of this agreement. It is also understood, by their initials and signatures, they agree to be bound to this Agreement. All Parties to this Agreement must sign and list the information asked of each signatory. Buyer's Side:
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Seller's Side:
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