Legal
NCNDA template
The mutual non-circumvention and non-disclosure agreement we use before identities or facility details are exchanged. Replace the bracketed fields, have both parties sign, and the introduction is protected.
1Parties
This mutual non-circumvention and non-disclosure agreement (the "Agreement") is entered into between:
- Datacenter Broker, trade name of Aldewereld Consultancy · KvK 61862533, located in Amsterdam, the Netherlands ("the Broker"), and
- [Counterparty legal name], [KvK / company register number], located at [registered address] ("the Counterparty").
2Purpose
- The parties exchange confidential information solely to evaluate a potential colocation, datacenter space or advisory transaction (the "Purpose").
- No information may be used for any purpose other than the Purpose without prior written consent.
3Confidentiality
- Each party treats all non-public information received from the other party as strictly confidential, including technical specifications, pricing, contracts, identities of introduced parties and negotiation terms.
- Confidential information is disclosed only to directors, employees and professional advisers who need it for the Purpose and are bound by equivalent obligations.
- Confidentiality does not apply to information that is publicly available, already lawfully held, independently developed, or required to be disclosed by law or a competent authority.
- These obligations survive termination of this Agreement for a period of five (5) years.
4Non-circumvention
- Neither party shall contact, contract with or conclude a transaction with any datacenter provider, facility owner, tenant or buyer introduced by the other party, except through the introducing party, for the duration of this Agreement and twenty-four (24) months after its termination.
- Neither party shall use an introduction or confidential information to bypass the introducing party in order to avoid a fee, commission or margin owed to that party.
- In case of a proven breach, the breaching party owes the non-breaching party an immediately payable penalty equal to the fee or commission that would have been due on the circumvented transaction, without prejudice to the right to claim full damages.
5Term and termination
- This Agreement takes effect on the date of last signature and remains in force for twenty-four (24) months, unless extended or terminated earlier in writing by both parties.
- Termination does not affect obligations arising from introductions made before the termination date.
6Governing law and disputes
- This Agreement is governed by the laws of the Netherlands.
- Disputes are submitted to the competent court in Amsterdam, the Netherlands.
—Signatures
For the Broker: Datacenter Broker, trade name of Aldewereld Consultancy · KvK 61862533. Name: [name] · Date: [date] · Signature: [signature]
For the Counterparty: [legal name] · [register number]. Name: [name] · Date: [date] · Signature: [signature]
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