UNDERTAKING FOR NON-COMPETITION, NON-SOLICITATION AND NON-DISCLOSURE OF CONFIDENTIAL INFORMATION
THIS UNDERTAKING FOR NON-COMPETITION, NON-SOLICITATION AND NON-DISCLOSURE OF CONFIDENTIAL INFORMATION (the “Undertaking”) is made
BETWEEN
- NEXTCAP CONSULTANCY W.L.L a consultancy company, incorporated as a limited liability company under the laws of the Kingdom of Bahrain, with its principal office at Flat No.: 209, Building No.: 60, Road No.: 1701, Block No.: 317, Town: DIPLOMATIC AREA Manama Municipality. located in the Kingdom of Bahrain(the “Company” or the “First Party”)
- Second Party (the “Individual” or the “Second Party”) (Individually hereinafter referred to as a “Party” and collectively as the “Parties”)
BACKGROUND
The Parties are discussing the implementation of several projects, including, among others, the project “NEKST”;
Considering the advanced stage of discussions and the level of involvement of the Individual regarding the project NEKST and other projects originated and led by the Company;
Given the nature of the Individual’s position as investor, his/her access to confidential, sensitive and strategic business information relating to the Company’s activities, his/her knowledge over the Company’s customers, investors, partners and suppliers.
The Individual hereby undertake:
to keep confidential, without time limit, all written or oral information to which the Individual may have or had access during his involvement/investment with the Company and or NEKST project. In particular, not to use for its own account or for the account of a third-party non-public information concerning the Company’s data, files, operations and services, which also include the NEKST project and all projects where the Company is involved;
to not communicate to any third party or use any information that the Individual may have collected as a result of his investment/ involvement concerning the activities of the Company or of their customers, partners or their service providers, whether it concerns products, methods, technical processes, devices, price list, trade secret, technical information, studies, whether in the digital, marketing, legal, technical, technological, commercial and financial fields;
to refrain from directly or indirectly approaching or soliciting any natural or legal person, having been a customer, supplier or partner of the Company or NEKST for the purpose of obtaining or offering products or services that are competitive and/or similar to those offered by the Company or NEKST;
to refrain from, during the term of this Agreement, directly or indirectly:
(a) initiate, pursue, discuss, negotiate, or engage in any business, opportunity, project, or commercial arrangement with any person introduced, accessed, or encountered through the Company or NEKST;
(b) conduct or attempt to conduct any business unrelated to the Company or NEKST’s authorised mandate;
(c) divert, interfere with, or compete for any opportunity, client, partner, supplier, or relationship connected to the Company or NEKST; or
(d) represent, promote, or act on behalf of any other business, employer, or personal venture.
The Individual acknowledges and understands that the restrictions set out above are necessary to protect the Company’s activities, confidential information and the Company’s relationship with its customers, suppliers, investors and partners.
Failing to comply with any provision of this Undertaking, the Individual agrees to pay the Company damages equivalent to the amount of loss that the Company may have suffered as a result of the breach of any of the provisions of this Undertaking.
Each of the restrictions in this Undertaking is intended to be separate and severable, and in the event that any of the restrictions shall be adjudged void and ineffective for whatever reason, but would be adjudged to be valid and effective if part of the wording were reduced in scope or deleted, the said restrictions shall apply with such modifications as may be necessary to make them valid and effective.
This Undertaking is governed by the laws of the Kingdom of Bahrain, and any dispute or claim arising out of or in connection to this Undertaking or breach thereof shall be subject to the exclusive jurisdiction of the Kingdom of Bahrain.
This Undertaking was drawn up in two originals, identical copies, each Party receiving an original copy after the signature of the Parties to act according to it.