Non-Disclosure Agreement

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Non- Circumvention, Non-Disclosure Agreement

This Non-Circumvention Agreement, Non-Disclosure Agreement (this "Agreement") is entered into as of


November, 2017, and is by and between Mr. Mohamed Abdulla Faraj, Citizen of Bahrain, ID#750904399
(hereinafter referred to as the “Presenter”) and Fuad AbdulJalil AlFadhli and Sons Trading Co. (hereinafter
referred to as the “Presentee”), together with each of Presenter’s and Presentee’s officers, directors,
shareholders, agents, employees, consultants, attorneys and affiliates.

RECITALS

WHEREAS, the Presentee is interested and is seeking to obtain equity financing to finance one or more projects
being assessed and under study by the Presentee (the "Transaction"); and

WHEREAS, Presenter has access to possible sources of funding to the project which it desires to present and
introduce to the Presentee (the “Opportunity”), and intends to assist the Presentee with respect to the
Transaction; and

WHEREAS, Presenter desires and Presentee agrees that prior to identification of the Opportunity by Presenter,
the Presentee and Presenter must agree to certain noncircumvention, nondisclosure covenants, and proper
compensation for the Presenter; and

WHEREAS, the Presentee desires to be presented with the Opportunity to obtain funds for the Transaction and
the Presenter desires to present the Opportunity to the Presentee.

NOW, THEREFORE, for good and adequate consideration, the receipt of which is hereby acknowledged, the
parties hereto, agree as follows:

ARTICLE I

NON-CIRCUMVENTION

Section 1. Further contacts with the Opportunity (Non-Circumvention). Presentee agrees not to contact or
initiate contact at any time for any purpose, either directly or indirectly, with the Opportunity or any officers,
directors, shareholders, consultants, attorneys, employees, agents or other affiliates of the Opportunity, or any
other property or properties whose identity was revealed through the efforts of Presenter, unless such approval
is specifically granted in written from Presenter. Presentee further agrees not to undertake any transaction or a
series of transactions of any kind in connection with the Opportunity without the express prior written
agreement of presenter, which agreement may be withheld in Presenter's sole discretion.

Section 2. Trade Secrets. Much of the business information communicated to Presenter by Presentee and by
Presentee to Presenter may be trade secrets to such party. Each of Presentee and Presenter agrees to preserve
the secrecy of said information. All information which becomes known through the course of business
conducted by and between Presenter and Presentee shall be deemed trade secrets. Said trade secrets include,
but are not limited to, prepared information packages; financials; related documents; names of potential
acquisitions, intermediaries, contacts and deal sources; deal structures and all financial considerations relevant
to this agreement. Each of Presentee and Presenter agrees to preserve and protect the secrecy and
confidentiality of such information and shall disclose same to no third party without the express written
permission from the other. This prohibition shall be enforced from the date of this agreement and for a period
of seven years thereafter.

Section 3. Applicability of Agreement. Presenter and Presentee both agree that the provisions of this
Agreement extend to the employees and officers of their respective companies/businesses. Said principals
further agree to provide the requisite internal security of the subject data within their respective organizations.

ARTICLE II

NON-CIRCUMVENTION

Section 1. Success Fee. All remuneration stated in this Mandate excludes any fees, disbursements, government
fees, or expenses associated with the involvement of third parties, including legal counsel, accountants and
other consultants and advisors, whose costs shall be borne directly by the presentee.

Upon closing of the Transaction, the Presenter shall be entitled to a success fee (“Success Fee”) which shall be
calculated in accordance with the following: 5.0%(Five Percent only) of every and each Transaction Value
payable within three (3) business days from the closing of the transaction (“Transaction Closing”) to the bank
details mentioned below in section 3.

The Transaction Closing will occur upon the signature of any agreement relating directly or indirectly to the
before mentioned transaction and excluding the current NonCircumvention, Non-Disclosure Agreement, thus
effective once a successful transfer of part of or all funds to the Presentee or any of its subsidiaries or affiliates
concluded. For purposes of calculating the Success Fee, “Transaction Value” shall mean the total debt and/or
equity fund received by the Presentee for the purpose of financing the Transaction. For avoidance of doubt,
Transaction Value shall include the value of any deferred payments or options, if any, set out in the Transaction
agreements.

Section 2. Continual fee upon closing of the Transaction, the Presenter shall be entitled to a continual fee which
shall be a fixed amount of SAR 7,500 (Seven thousand and five hundred Saudi riyals only) payable monthly as
long as the relation between the presentee and the opportunity exist directly or indirectly. The fee is payable at
the first week of every month to the bank details mentioned below in section 3. The continual fee, will entitle
the presentee as well to a soft consultancy services from the presenter as long as the relationship prevail.

Section 3. Presenter Bank Details


Full Name Mohamed Abdulla Bank Name Alinma Bank
Faraj
Mobile +97334009999 Bank Address Kingdom of Saudi Arabia
Email malfaraj@gmail.com Account Name Mohamed Abdulla Faraj
ID No. 750904399 Account No. SA1305000068201118270000
Nationality Bahraini Alinma ID 00000827946
ARTICLE III

MISCELLANEOUS

Section 1. Dispute Resolution. In the event of any dispute, controversy, or claim related to or arising from the
terms of this Agreement, the parties hereto hereby agree that any such dispute, controversy or claim shall be
settled by arbitration before the in accordance with the rules of the United Kingdom .

Any dispute arising out of or in connection with this contract, including any question regarding its existence,
validity or termination, shall be referred to and finally resolved by arbitration under the LCIA Rules, which Rules
are deemed to be incorporated by reference into this clause.

The number of arbitrators shall be one. The seat, or legal place, of arbitration shall be London. The language to
be used in the arbitral proceedings shall be English. The governing law of the contract shall be the substantive
law of the United Kingdom.

Section 2. Authority. Each of Presenter and Presentee hereby represents that it has full right, power and
authority to execute this Agreement and to perform the actions contemplated hereby. Upon execution of this
Agreement, each of Presenter and Presentee hereby binds its representatives and heirs and all subsidiaries and
firms affiliated with Presenter or Presentee, as the case may be, under the terms of this Agreement.

Section 3. Integration and Severability. This Agreement constitutes the entire agreement between the parties
hereto regarding the transactions contemplated hereby. In the event a term or terms of this Agreement is/are
held to be unenforceable or unlawful, the remaining terms of this Agreement shall continue in full force and
effect.

Section 4. Notices. All notices, requests, consents and other communications hereunder shall be in writing and
shall be delivered in person or by registered or certified mail, return receipt requested, postage and fees
prepaid, or by overnight courier, receipt signature required, or by facsimile, with verification of the
transmission received by the sender, to the parties as set forth below or at such other place as either party
may, by written notice to the other, direct:

If to Presenter:

Attn: Mr. Mohamed Faraj

Email: malfaraj@gmail.com

Mobile: 0097334009999

If to Presentee:

Facsimile No: ___________________

Attn: __________________________
Email: _________________________

Mobile:

Any party hereto may change the address designated for mailing by written notice to the other party. All such
notices shall be deemed to be given when delivered in person or by acknowledged received email, or if placed
in the mail as aforesaid, then four days thereafter.

Section 5. Counterparts. This Agreement may be executed simultaneously in one or more counterparts, each of
which shall be deemed an original, but all of which together shall constitute one and the same agreement.

Section 6. Amendments. This Agreement may only be amended, supplemented, or otherwise altered with the
express written consent of all parties hereto.

The Parties hereto, agreeing to be bound, hereby execute this Agreement effective the date first set forth
above.

For and behalf of the Presenter For and behalf of the Presentee

Name: Name:

Title: Title:

Date: Date:

______________ ____________

Signature Signature

Witness : Witness:

Name: Name:
ID. No. ID.No.

Signature : Signature:

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