Forms Online

Forms Online

Homepage Fill Out a Valid Ncnd Form
Structure

The Non-Circumvention and Non-Disclosure (NCND) form plays a crucial role in protecting the interests of parties engaged in business transactions. This agreement is designed to ensure that all parties involved are fairly compensated for introductions and referrals that lead to financial benefits. It establishes clear guidelines that prevent one party from bypassing the other when dealing with individuals or entities introduced during the course of their business interactions. The NCND form also emphasizes the importance of confidentiality, mandating that sensitive information shared between parties remains protected. This includes details about contacts, financial data, and any privileged information that could impact business dealings. The agreement is irrevocable and non-cancelable for a term of five years, covering all transactions resulting from introductions made by either party, regardless of their success. Additionally, it outlines the obligations of each party to disclose ongoing discussions and negotiations, fostering transparency and trust. By signing the NCND form, parties commit to upholding these principles, ensuring a fair and secure environment for future business opportunities.

Common mistakes

  1. Incomplete Information: Failing to fill out all required fields can lead to delays or rejection of the form. Ensure that every section is completed accurately.

  2. Incorrect Signatures: Not signing the form or using an unauthorized signature can invalidate the agreement. Each party must sign where indicated.

  3. Missing Dates: Omitting the date of signing can create confusion regarding the agreement's effective date. It is essential to date the document properly.

  4. Not Printing Names: Failing to print or type the names of the signatories can lead to ambiguity about who is bound by the agreement. Ensure that names are clearly indicated.

  5. Ignoring Confidentiality Clauses: Not acknowledging or understanding the confidentiality obligations may lead to unintentional breaches. Review these clauses carefully.

  6. Overlooking Terms and Conditions: Not reading or understanding the terms of the agreement can result in unintended consequences. It is crucial to be fully aware of all stipulations.

  7. Failure to Keep Copies: Not retaining a copy of the signed agreement can create issues in the future. Always keep a copy for personal records.

Preview - Ncnd Form

Pg 1 of 4

IRREVOCABLE AND NON-CANCELABLE

NON-CIRCUMVENTION

AND NON-DISCLOSURE AGREEMENT

WHEREAS, the undersigned parties anticipate entering into various business transactions either between themselves or between themselves and other third parties some or all of whom may have been introduced by one of the parties to the other(s), and

WHEREAS, the parties recognize the inherent value of an introduction or referral which results in a business transaction which is financially beneficial to one or both of the parties, and

WHEREAS, the parties wish to guarantee that all parties are fairly compensated for such introductions or referrals without which the said business transactions might not otherwise have been initiated or concluded,

NOW, THEREFORE, In consideration of the mutual promises herein contained and for other good and valuable consideration, the receipt of which is hereby acknowledged, the undersigned parties, intending to be legally bound, do hereby irrevocably agree as follows:

1.NOT TO CIRCUMVENT, AVOID OR BYPASS EACH OTHER DIRECTLY OR INDIRECTLY.

Neither party, shall deal with, contract with or otherwise conduct business with any individual or entity introduced by the other party without the prior knowledge and written permission of the introducing party.

2.NOT TO AVOID PAYMENT OF FEES OR COMMISSIONS IN ANY TRANSACTION WITH ANY ENTITY.

Neither party shall attempt to avoid payment of any fees or commissions due to the other party in connection with any transaction, including any project, loan, service renewal, extension, re- negotiation, contract, agreement, third party assignment, communication or conversation with any entity which transaction was initiated by or the result of an introduction of the entity by one party to the other.

If an introduction by one party to the other results in the successful conclusion of a business transaction with any individual, entity, company, firm, corporation, or other organization, and either party is not informed of or is unaware of the concluded transaction, the party concluding the transaction hereby agrees and guarantees to pay ANY AND ALL commissions and fees earned or received in connection with the transaction to the uninformed party.

Pg 2 of 4

For purposes of this agreement, a person or entity shall be considered “introduced by” a signatory it if that person or entity is in a “chain” of contacts resulting from an original introduction by a Signatory.

For example: Signatory A (mortgage broker) introduces Signatory B (potential borrower) to Signatory C (potential lender, JV partner, investor, buyer, or other entity). C is unable to participate in the business transaction, but refers B to Third party X (2nd potential lender, JV partner, investor, buyer, or other entity) who enters into a transaction with Signatory B. Since Third Party X would not have been aware of or entered into the business transaction with B and/or C but for the original introduction by Signatory A, Third Party X shall be considered “introduced” by Signatory A and Signatory A shall be entitled to any and all fees or commissions specified under any contract between Signatories A and B or A and C.

3. NON-DISCLOSURE

Each party agrees not to disclose or otherwise reveal to any third party any confidential information provided by the other, particularly that concerning lenders, sellers, borrowers, buyers names, bank information, codes, references and/or any such information advised to the other as being confidential or privileged without the written consent of the other party. Each party agrees to keep confidential the names, addresses, telephone numbers, tax ID numbers, email addresses and fax numbers of any contacts introduced by the other party, unless prior written permission is given by the introducing party.

This agreement is expressly intended to cover negligent or inadvertent disclosure of confidential information, which are also considered violations of this agreement.

4.ADDITIONAL AGREEMENTS OF THE PARTIES.

a.The term of this Agreement shall be five (5) years from the date of its execution and is irrevocable and non-cancelable during that time. It shall apply to any and all transactions between the signing parties themselves or between a signing party and a non-signing third party resulting from an introduction by one signing party to the other signing party, regardless of the success of any specific transaction or project. The parties agree that the identities of third parties who are introduced under this agreement are and shall forever remain, the proprietary asset of the introducing party.

b.This agreement shall be binding on the parties, their successors and assigns, including any business entity in which a party has an ownership interest and shall include any proprietorship, company, firm, corporation, LLC, partnership or other business entity of which the party is an employee, member, officer, partner, or agent.

Pg 3 of 4

cAll moneys due and owing from any client transaction undertaken by both parties will be irrevocably and unconditionally guaranteed to be paid without legal impediment upon request.

d.Should a violation, disagreement or dispute occur between the parties arising out of, or connected with this agreement, which cannot be adjusted by and between the parties involved, the disputed disagreement shall be submitted to the American Arbitration Association located in Denver, Colorado and all parties agree to abide by the decision of the referees of said Association. Judgment, upon award, may be entered in any court having jurisdiction thereof.

Notwithstanding the above, both parties agree to fully disclose and inform one another on a current and ongoing basis of all discussions, negotiations and transactions which are under consideration or discussion with any party which is a subject of this agreement. If a party requests updated information by email or telephone regarding the status of a transaction contemplated herein and the other party does not respond within 24 hours of the request, and the requesting party has reasonable grounds to believe that the lack of response is intentional, then the requesting party, at his or her discretion, may take immediate and appropriate legal action to protect such party’s interests under this agreement. Any party who intentionally fails to respond in a timely manner to a request for an information update under this provision hereby waives any claim for damages against the requesting party if any transaction subject hereto is delayed or not concluded as a result of legal action taken by the requesting party under this provision.

e.In the event of any conflict between the terms of this Agreement and any Loan Authorization Agreement, the terms of the Loan Authorization Agreement shall prevail.

f.In the event that either of the parties resorts to legal action against the other, the prevailing party shall be entitled to reimbursement from the other party for all reasonable attorney fees and other costs incurred in such action.

g.This agreement shall be construed and enforced in accordance with the applicable laws and regulations of the State of Colorado.

h.In the event any one or more of the provisions of this agreement shall, for any reason, be held to be invalid, illegal, or unenforceable, the remainder of this agreement shall not be affected thereby.

i.This agreement contains the entire agreement and understanding concerning the subject matter hereof and supersedes all prior negotiations and proposed agreements, written, or oral. Neither of the parties may alter, amend, nor, modify this agreement except by an instrument in writing signed by both parties, or their duly authorized representatives.

j.Additionally, the parties agree that this instrument may be negotiated via telefax/facsimile/fax transmission, and the respective parties accept the signatures by fax as though they were original.

Pg 4 of 4

BY OUR SIGNATURES WE CONFIRM WE HAVE FULL AUTHORITY TO EXECUTE THIS AGREEMENT AND OBLIGATE ALL ASSOCIATED COMPANIES, FIRMS, CORPORATIONS, PARTNERSHIPS, ORGANIZATIONS, INDIVIDUALS AND/OR ENTITIES CONTEMPLATED HEREIN, WHETHER SPECIFICALLY NAMED OR NOT.

Signature

 

Dated: ____________

Please Print Name

Company Name (Please print or type)

Dated:

Robert E. Larson, President

Janus Mortgage, Inc

Documents used along the form

When engaging in business transactions, several documents often accompany the Non-Circumvention and Non-Disclosure (NCND) form to ensure clarity and protection for all parties involved. Understanding these documents can enhance the effectiveness of the agreements made and safeguard the interests of each participant.

  • Confidentiality Agreement: This document outlines the obligations of each party to protect sensitive information shared during the course of their business relationship. It specifies what constitutes confidential information and the consequences of unauthorized disclosure.
  • Letter of Intent (LOI): The LOI serves as a preliminary agreement that outlines the basic terms and conditions of a proposed transaction. It demonstrates the intent of the parties to move forward and often includes key points that will be addressed in a formal contract.
  • Memorandum of Understanding (MOU): An MOU is a non-binding agreement that expresses the willingness of two or more parties to work together. It details the responsibilities and expectations of each party, providing a framework for future collaboration.
  • Motorcycle Bill of Sale: This form serves as a legal proof of sale, crucial for transferring ownership of a motorcycle in Texas, ensuring all transaction details are documented properly. For more information, visit autobillofsaleform.com/motorcycle-bill-of-sale-form/texas-motorcycle-bill-of-sale-form/.
  • Commission Agreement: This document specifies the terms under which commissions will be paid for introductions or referrals made between the parties. It clarifies the percentage or amount due, payment timelines, and any conditions that must be met for payment to occur.

By utilizing these documents alongside the NCND form, parties can create a comprehensive framework that promotes transparency and trust. This approach not only protects sensitive information but also establishes clear expectations and responsibilities, facilitating smoother business interactions.

Similar forms

The Non-Disclosure Agreement (NDA) shares similarities with the NCND form in that both documents aim to protect sensitive information. An NDA prohibits one party from revealing confidential information shared by another party. This is particularly important in business relationships where proprietary information may be exchanged. Like the NCND, an NDA typically outlines the types of information considered confidential and the obligations of the parties involved regarding that information. The key difference lies in the NDA's focus on confidentiality alone, while the NCND also addresses non-circumvention and payment obligations.

A Confidentiality Agreement is another document akin to the NCND form. It serves to protect sensitive information shared between parties during business discussions or negotiations. Similar to the NCND, it includes clauses that define what constitutes confidential information and the responsibilities of each party to safeguard that information. However, the Confidentiality Agreement may not include provisions regarding non-circumvention or payment of fees, making it less comprehensive than the NCND.

The Letter of Intent (LOI) is also comparable to the NCND form. An LOI outlines the preliminary understanding between parties before a formal agreement is finalized. It often includes confidentiality clauses, similar to those found in the NCND, to protect sensitive information during negotiations. While the LOI sets the stage for future agreements, it does not typically address non-circumvention or the payment of commissions, which are central to the NCND.

For those seeking clarity in their agreements, the Florida Hold Harmless Agreement is an invaluable resource that delineates liability responsibilities and safeguards interests. To learn more about this essential document, visit the Florida Hold Harmless Agreement form.

A Partnership Agreement bears resemblance to the NCND form in that it defines the terms of a business relationship. This document outlines the roles, responsibilities, and profit-sharing arrangements among partners. While it may include confidentiality clauses, it does not specifically address non-circumvention or the payment of fees related to introductions, which are key elements of the NCND.

The Exclusivity Agreement is similar to the NCND as it establishes a commitment between parties to work exclusively with one another for a certain period. This agreement often includes clauses to protect confidential information, much like the NCND. However, it typically does not contain detailed provisions on the payment of commissions or the specifics of non-circumvention.

Lastly, a Referral Agreement shares characteristics with the NCND form. This document outlines the terms under which one party refers clients or customers to another party, often including payment terms for successful referrals. Like the NCND, it emphasizes the importance of introductions and the financial obligations that arise from them. However, it may not cover the broader range of confidentiality and non-circumvention issues that the NCND addresses.

Dos and Don'ts

When filling out the NCND form, it’s important to ensure accuracy and clarity. Here’s a list of things to keep in mind:

  • Do read the entire agreement carefully before signing. Understanding the terms is crucial.
  • Don’t leave any sections blank. Fill out all required fields to avoid delays or misunderstandings.
  • Do provide accurate contact information. This ensures that all parties can communicate effectively.
  • Don’t disclose confidential information without consent. Respect the confidentiality clause to protect all parties involved.
  • Do sign and date the form in the designated areas. This confirms your agreement to the terms.
  • Don’t rush through the process. Take your time to ensure everything is completed correctly.
  • Do keep a copy of the signed agreement for your records. This is important for future reference.

Key takeaways

When filling out and using the NCND form, it's essential to understand its implications and requirements. Here are four key takeaways to keep in mind:

  • Clear Non-Circumvention Obligations: The form establishes a clear agreement that neither party can bypass the other when dealing with introduced individuals or entities. This means you must always seek permission from the introducing party before engaging in any business with their contacts.
  • Confidentiality is Crucial: Both parties must protect any confidential information shared during the business relationship. This includes not disclosing sensitive details about clients or transactions without written consent. Breaches, even if accidental, can lead to significant consequences.
  • Duration and Binding Nature: The agreement lasts for five years and is non-cancelable during this period. It binds not only the signatories but also their successors and any associated business entities, ensuring that the terms are upheld even if ownership changes.
  • Dispute Resolution Process: In case of disagreements, the form outlines a clear path for resolution through the American Arbitration Association. This process is designed to provide a fair and efficient way to handle disputes without resorting to lengthy court battles.

How to Use Ncnd

Filling out the NCND form requires careful attention to detail. Each section must be completed accurately to ensure that all parties are legally bound by the terms of the agreement. After completing the form, you will need to sign and date it, confirming that all parties involved have the authority to execute the agreement. Here are the steps to fill out the form:

  1. Read the Agreement: Familiarize yourself with the terms and conditions outlined in the form.
  2. Identify the Parties: Clearly write the names of all parties involved in the agreement at the top of the form.
  3. Fill in the Date: Enter the date on which the agreement is being executed.
  4. Signature Section: Each party must sign in the designated area. Ensure that the signature is legible.
  5. Print Names: Below each signature, print the name of the individual signing the agreement.
  6. Company Information: If applicable, include the name of the company associated with each signer.
  7. Review: Double-check all information for accuracy before finalizing the document.
  8. Distribute Copies: Make copies of the signed form for all parties involved for their records.