EXHIBIT 10.15
NON-DISCLOSURE AND NON-CIRCUMVENTION BILATERAL AGREEMENT
This Agreement is made and entered into the 22nd day of June, 1999 by and
between Envirocon, Inc. with offices at 0000 Xxxxx Xxxx. - Xxxxx 000, Xxxxxx, XX
00000, and Xxxxx Xxxxxxx, 00000 X.X. 00xx Xxxxxx, Xxxxx, XX 00000 and Xxxx
Xxxxxxx Xxxxxx, 00000 X.X. 00xx Xxxxx, Xxxxx, XX 00000.
WHEREAS, the parties hereto wish to exchange information for the purpose o f
exploring a potential business relationship for the benefit of both parties,
specifically to discuss building homes and manufacturing facilities in Nicaragua
and possibly other locations.
And
WHEREAS, some of the information exchanged may consist of marketing plans,
specifications, technical data, equipment, configuration, building systems or
other information which the disclosing party considers to be confidential
("Confidential Information").
NOW, THEREFORE, the parties hereto hereby agree as follows:
(1.) This is to confirm that each of the signatories, separately and
individually, and their associates hereby agree that (he/she) or (his/her)
corporation, divisions, subsidiaries, employees, agents or consultants will not
make any contact with, deal with, or otherwise involve in any transaction with
any corporations individuals, buyers, or sellers, introduced by another of the
signatories, separately and individually, and their associates, without the
written permission of the signatories of this agreement, their heirs, assignees,
and designees.
(2.) By signature below and execution of this agreement, each of the named
signatories, separately and individually, and their associates confirm that any
corporation, organization, firm, company, or individual of which the signee is a
party to, member of, principal, agent for, employee of, or otherwise would
benefit financially from an association, is bound by this agreement.
(3.) This agreement is a perpetuating guarantee for two (2) years from the date
affixed below and is to be applied to any and all transactions entertained by
the signatories, including subsequent follow-up, repeat, or renegotiated
transactions, as well as to the initial transaction , regardless of the success
of the project and/or discussions. Any controversy or claim arising out of or
relating to this contract, or the breach thereof, and which is not settled
between the signatories themselves, shall be settled by arbitration in
accordance with the rules of the American Arbitration Association with the
hearings to take place in Colorado and judgment upon the award rendered by the
Arbitrator(s) may be entered in any court having jurisdiction
thereof...including the award to the aggrieved signatory (signatories), their
heirs, assignees, and/or designees for the total remuneration received as a
result of business conducted with the parties covered by this agreement, plus
all court costs, attorneys fees, and other charges and damages deemed fair by
the arbitrator
(4.) The signatories hereby agree to keep completely confidential the names of
any corporations, companies, individuals, buyers or sellers, introduced by any
of the named signatories or their associates. Such identity shall remain
confidential during the applicable transaction(s) and during the duration of
this agreement, and shall include any telephone numbers, addresses, facsimile
numbers, telex numbers, et al. Any controversy or claim arising out of or
relating to any part of this provision, or the breach thereof, and which is not
settled between the signatories themselves shall be settled by arbitration in
accordance with the Rules of the American Arbitrator(s) Association, with the
hearings to take place in Denver, Colorado and judgment upon the award rendered
by the Arbitrator(s) may be entered in any court having jurisdiction thereof
including the award to the aggrieved signatory (signatories) their heirs,
assignees, and/or designees, for the full amount of remuneration they would have
received had they been involved with the transaction, regardless if the
aggrieving signatory (signatories) receive any remuneration - plus all court
costs, attorney fees, and other charges and damages deemed fair by the
Arbitrator(s)
(5.) It is understood that this agreement is a reciprocal one between the
signatories concerning their privileged information and contacts.
(6.) It is also understood that a signatory cannot be considered or adjudged to
be in violation of this agreement when the violation is Involuntary, i.e. due to
situations beyond his control some evident examples being Acts of God, civil
disturbances, theft, or another connection having prior knowledge of possession
of the privileged information or contact(s) without the intervention or
assistance of the signatory Essentially the spirit behind the agreement is one
of mutual trust and confidence, and of the reliance on each other to do what is
fair and equitable.
(7.) We further agree that this constitutes the only such valid agreement and
that it will be valid for any further transactions.
(8.) We further guarantee that we will not, directly or indirectly, by ourselves
or through any other, transact with any of your sources without your previous
knowledge and agreement.
Envirocon Corporation
/s/ Xxxxx Xxxxxxx 6-22-99
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Xxxxx Xxxxxxx - President Date
/s/ Xxxxx Xxxxxxx 6/23/99
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Xxxxx Xxxxxxx Date
/s/ Xxxx Xxxxxx 6-23-99
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Xxxx X. Xxxxxx Date
