INTERNATIONAL CHAMBER OF COMMERCE (I.C.

C 400/500/600)
NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING AGREEMENT (NCNDA)
IRREVOCABLE MASTER FEE PROTECTION AGREEMENT (IMFPA)

Contract Code :
Seller’s Code :
Buyer’s Code :
Type of deal :
Product :
Product origin :
Contract Quantity :
Price :
Contract Period :
Delivery Terms :
Seller's Name :
Seller's side :
Representative
Buyer's Name :
Buyer's Side :
Representative
Contract Date :

Non-Circumvention, Non-Disclosure & Working Agreement

Irrevocable Master Fee Protection Agreement
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 NON-CIRCUMVENTION, NON IRREVOCABLE MASTER FEE PROTECTION
DISCLOSURE & WORKING AGREEMENT AGREEMENT (IMFPA)
(NCNDA)

WHEREAS the undersigned wish to enter into this

Agreement to define certain parameters of the future We the undersigned herewith referred as the
Buyer, under penalty of perjury do hereby
legal obligations, are bound by a duty of
irrevocably confirm and irrevocably accept to pay
Confidentiality with respect to their sources and all intermediaries and fee holders at the same time
contacts. This duty is in accordance with the and in a manner as the seller is being paid for
each and every transaction of this contract up to
International Chamber of Commerce.
the completion of the contract plus rollovers and
extensions and in accordance with the bank
WHEREAS the undersigned desire to enter a working details to be specified in this contract.
business relationship to the mutual and common
We, the BUYER, irrevocably confirm that we will
benefit of the parties hereto, including their affiliates, order and direct our bank to endorse automatic
subsidiaries, stockholders, partners, co-ventures, payment orders to the beneficiaries named below;
trading partners, and other associated organizations furthermore, We, the BUYER, confirm that all pay
orders shall automatically transfer funds as
(hereinafter referred to as "Affiliates"). directed into each beneficiaries designated bank
account within 1
NOW THEREFORE in consideration of the mutual (one) day after the date of closing and completion
of each and every shipment of the product
promises, assertions and covenants herein and other
provided that the buyer has received payment on
good and valuable considerations, the receipts of any credit purchases during the contract term plus
which is acknowledged hereby, the parties hereby any/or extensions and rollover of the specified
contract. For the purpose of clarity, we confirm that
agree as follows:
the closing and completion of each and every
shipment shall be deemed to take place when the
1. TERMS AND CONDITIONS letter of credit issued by the buyer has been drawn
down at the counters of the issuing bank.
A. The parties will not in any manner solicit,
nor accept any business in any manner from We, the BUYER, agree to provide all beneficiaries
sources or their affiliates, which sources with written evidence of the pay orders lodged
were made available through this with our bank together with acknowledgements of
their acceptance. Furthermore, our bank shall be
agreement, without the express instructed to provideduly signed and
permission of the party who made available stamped
the source and, acknowledgement of this instruction as set out in
the annex. Forming part of this agreement. It is
B. The parties will maintain complete understood that for the purposes of this
confidentiality regarding each other's Master Fee Protection Agreement, our bank shall
business sources and/or their Affiliates and be the same bank and this IMFPA acts as an
integral part of it.
will disclose such business sources only to
the named parties pursuant to the express We the undersigned being BUYER or the seller
written permission of this party who made named legally authorized representative as stated
within the signed and legally binding main
available the source, and,
transaction, contract unconditionally agree and
C. That parties are desirous of entering into a undertake to approve and originate all payments in
mutual beneficial agreement and to the best ZAR currency to all beneficiaries named below as
their rightful and
of their abilities will assure the other

Non-Circumvention, Non-Disclosure & Working Agreement

Irrevocable Master Fee Protection Agreement
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Non-Circumvention, Non-Disclosure & Working Agreement
Irrevocable Master Fee Protection Agreement
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 That all transaction codes established will
not be affected.

D. That they will not disclose names,

addresses, e-mail address, telephone
and tele-fax or telex numbers to any
contacts by either party to third parties other
than business partners related to this
agreement and that they each recognize
such contacts as the exclusive property of
the respective parties.
E. Both parties agree that they will not enter
into any direct negotiations or transactions
with such contacts revealed by the other
party - date and time stamps will be used to
establish origin and time of such information
as such information could already be in the
hands of the other party
F. For the sake of this agreement, it does not
matter whether information is obtained from
a natural or a legal person.
G. In the event of circumvention of this
Agreement by either party, directly or
indirectly, the circumvented party shall be
entitled to a legal monetary penalty equal to
the maximum service it should realize from
such a transaction plus any and all
expenses, including but not limited to all
legal costs and expenses incurred to
recover the lost revenue. Paragraphs D and
E shall apply to establish circumvention.
H. All considerations, benefits, bonuses,
participation fees and/or commissions
received as a result of the contributions of
the parties in the Agreement, relating to any
and all transactions will be allocated as
mutually agreed.
I. This Agreement is valid on all transactions
between the parties herein and shall be
governed by the enforceable law in All
Commonwealth Countries, European
Union Countries, USA Courts, or under
Swiss Law in Zurich, in the event of

Non-Circumvention, Non-Disclosure & Working Agreement

Irrevocable Master Fee Protection Agreement
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 dispute, the arbitration laws of the Country paid within the terms of the agreement.
under which jurisdiction the contract is
PARTIAL INVALIDITY:
signed, will apply. The illegality, invalidity and non-enforceable
J. The signing parties hereby accept such provision of this document under the laws of any
selected jurisdiction as the exclusive venue. jurisdiction shall not affect its illegality, validity or
enforceability under the law of any other
The duration of the Agreement shall
jurisdiction or provision.
perpetuate for three (3) years from last
date of signing with a possible GOVERNING LAW AND JURISDICTION:
This document shall be governed & construed in
renegotiation of a new term.
accordance with current English or I.C.C
400/500/600 signed between partners NCND laws.
2. AGREEMENT TO TERMS
A. Signatures to this Agreement received by the ARBITRATION:
All parties agree to refer any disputes between the
way of Facsimile, Mail and/or E-mail shall be parties arising out of or in connection with this
deemed an executable contract. Agreement agreement including any questions regarding its
enforceable and admissible for all existence, validity or termination to arbitration rules
of the international arbitration centre (I.A.C). The
purposes as may be necessary under the
appointed arbitrator shall hold the proceedings in
terms of the Agreement. any country chosen by the parties and the rules of
B. All signatories hereto acknowledge that they the IAC shall apply.
This document is signed and accepted by parties
have read the foregoing Agreement and by
named below as to be included in the main
their initials and signature that they have full contract.
and complete authority to execute the
document for and on behalf of the party for
which they have given their signature.

''Accepted and agreed without change (Electronic signature is valid and accepted as hand
signature)"

EDT ( ELECTRONIC DOCUMENT TRANSMISSIONS)

EDT (Electronic document transmissions) shall be deemed valid and enforceable in respect of any
provisions of this Contract. As applicable, this agreement shall be:-
Incorporate U.S. Public Law 106-229, ''Electronic Signatures in Global & National Commerce Act’’ or such
other applicable law conforming to the UNCITRAL Model Law on Electronic Signatures (2001)

1. ELECTRONIC COMMERCE AGREEMENT (ECE/TRADE/257, Geneva, May 2000) adopted by the

United Nations Centre for Trade Facilitation and Electronic Business (UN/CEFACT).
2. EDT documents shall be subject to European Community Directive No. 95/46/EEC, as applicable.
Either Party may request hard copy of any document that has been previously transmitted by
electronic means provided however, that any such request shall in no manner delay the parties from
performing their respective obligations and duties under EDT instruments.

Non-Circumvention, Non-Disclosure & Working Agreement

Irrevocable Master Fee Protection Agreement
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 NON-CIRCUMVENTION, NON IRREVOCABLE MASTER FEE PROTECTION
DISCLOSURE & WORKING AGREEMENT (NCNDA) AGREEMENT (IMFPA)

THE SELLER
Name:

Passport:

Nationality:

Company
Name:

Designation:

Address:

Telephone:

Fax:

Mobile:
Email Address :

Web Address:

BTC Address:

Today's Date:

SIGNATURE
& SEAL

Non-Circumvention, Non-Disclosure & Working Agreement

Irrevocable Master Fee Protection Agreement
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 NON-CIRCUMVENTION, NON IRREVOCABLE MASTER FEE PROTECTION
DISCLOSURE & WORKING AGREEMENT (NCNDA) AGREEMENT (IMFPA)

THE BUYER
Name:

Passport:

Nationality:

Company
Name:

Designation:

Address:

Telephone:

Fax:

Mobile:
Email Address:

Web Address:

BTC Address:

Today's Date:

SIGNATURE
& SEAL

Non-Circumvention, Non-Disclosure & Working Agreement

Irrevocable Master Fee Protection Agreement
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 NON-CIRCUMVENTION, NON IRREVOCABLE MASTER FEE PROTECTION
DISCLOSURE & WORKING AGREEMENT (NCNDA) AGREEMENT (IMFPA)

SELLER'S MANDATE
Name: Commission:

Beneficiary's
Passport:
Name:

Nationality: Account Name:

Company
Account:
Name:

Designation: Bank Name:

Address: Bank Address:

Telephone: Swift Code:

Fax: EMAIL:

Mobile: Bank Officer:

Email Address: Bank Telephone:

BTC Address: Bank Fax:

Today's Date:

SIGNATURE
& SEAL

Non-Circumvention, Non-Disclosure & Working Agreement

Irrevocable Master Fee Protection Agreement
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 NON-CIRCUMVENTION, NON-DISCLOSURE & IRREVOCABLE MASTER FEE PROTECTION
WORKING AGREEMENT (NCNDA) AGREEMENT (IMFPA)

BUYER S MANDATE

Name: Commission:

Beneficiary's
Passport:
Name:

Nationality: Account Name:

Company Name: Account:

Designation: Bank Name:

Address: Bank Code:

Telephone: Iban:

Fax: BIC:

Mobile: Bank Officer:

Email Address: Bank Telephone:

BTC Address: Bank Fax:

Today's Date:

SIGNATURE &
SEAL

Non-Circumvention, Non-Disclosure & Working Agreement

Irrevocable Master Fee Protection Agreement
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 NON-CIRCUMVENTION, NON-DISCLOSURE & WORKING IRREVOCABLE MASTER FEE
AGREEMENT (NCNDA) PROTECTION AGREEMENT (IMFPA)

INTERMEDIARY - 1
Name: Commission:

Passport: Beneficiary's
Name:

Nationality: Account Name:

Company
Account:
Name:

Designation: Bank Name:

Address: Bank Code:

Telephone: Iban:

Fax: BIC:

Mobile: Bank Officer:

Bank
Email Address: Telephone:

BTC Address: Bank Fax:

Today's Date: Email Address

SIGNATURE
& SEAL

Non-Circumvention, Non-Disclosure & Working Agreement

Irrevocable Master Fee Protection Agreement
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 NON-CIRCUMVENTION, NON
IRREVOCABLE MASTER FEE PROTECTION
DISCLOSURE & WORKING AGREEMENT
AGREEMENT (IMFPA)
(NCNDA)

INTERMEDIARY - 2
Name: Commission:
Beneficiary's
Passport: Name:

Nationality: Account Name:

Company
Account:
Name:

Designation: Bank Name:

Address: Bank Code:

Telephone: Iban:

Fax: BIC:

Mobile: Bank Officer:

Email Address:
Bank Telephone:

BTC Address: Bank Fax:

Today's Date:

SIGNATURE
& SEAL

Non-Circumvention, Non-Disclosure & Working Agreement

Irrevocable Master Fee Protection Agreement
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 NON-CIRCUMVENTION, NON-DISCLOSURE & IRREVOCABLE MASTER FEE PROTECTION
WORKING AGREEMENT (NCNDA) AGREEMENT (IMFPA)

INTERMEDIARY - 3
Name: Commission:

Beneficiary's
Passport:
Name:

Nationality: Account Name:

Company
Account:
Name:

Designation: Bank Name:

Address: Bank Code:

Telephone: Iban:

Fax: BIC:

Mobile: Bank Officer:

Bank
Email Address: Telephone:

BTC Address: Bank Fax:

Today's Date:

SIGNATURE
& SEAL

Non-Circumvention, Non-Disclosure & Working Agreement

Irrevocable Master Fee Protection Agreement
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 NON-CIRCUMVENTION, NON IRREVOCABLE MASTER FEE PROTECTION
DISCLOSURE & WORKING AGREEMENT (NCNDA) AGREEMENT (IMFPA)

INTERMEDIARY - 4
Name: Commission:

Beneficiary's
Passport:
Name:

Nationality: Account Name:

Company
Name: Account:

Designation: Bank Name:

Address: Bank Code:

Telephone: Iban:

Fax: BIC:

Mobile: Bank Officer:

Email Address: Bank Telephone:

BTC Address: Bank Fax:

Today's Date:

SIGNATURE
& SEAL

Non-Circumvention, Non-Disclosure & Working Agreement

Irrevocable Master Fee Protection Agreement
Page 13 of 16
 NON-CIRCUMVENTION, NON
IRREVOCABLE MASTER FEE PROTECTION
DISCLOSURE & WORKING AGREEMENT
AGREEMENT (IMFPA)
(NCNDA)

INTERMEDIARY - 5
Name: Commission:
Beneficiary's
Passport: Name:

Nationality: Account Name:

Company
Account:
Name:

Designation: Bank Name:

Address: Bank Code:

Telephone: Iban:

Fax: BIC:

Mobile: Bank Officer:

Email Address: Bank Telephone:

BTC Address: Bank Fax:

Today's Date:

SIGNATURE
& SEAL

Non-Circumvention, Non-Disclosure & Working Agreement

Irrevocable Master Fee Protection Agreement
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 ALL BANK CHARGES SHOULD BE BORNE BY ACCOUNT BENEFICIARIES ABOVE

NOTARY PUBLIC
(if necessary and/or desired)

ON THIS DATE OF: ………………../…………………. 2019

BEFORE ME, THE UNDERSIGNED NOTARY PUBLIC, PERSONALLY APPEARED THE FOLLOWING:

TO ME KNOWN TO BE THE INDIVIDUALS DESCRIBED HEREIN AND WHO EXECUTED THE

FOREGOING INSTRUMENT, AND ACKNOWLEDGED THAT THEY EXECUTED THE SAME AS THEIR
FREE ACT AND DEED.

MY COMMISSION EXPIRES:

_________________________
NOTARY PUBLIC SIGNATURE

OFFICER NAME:

TITLE:

NOTARY PUBLIC NAME:

ADDRESS:

TEL:

TODAY'S DATE:

[SEAL]

Non-Circumvention, Non-Disclosure & Working Agreement

Irrevocable Master Fee Protection Agreement
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 BANK ENDORSEMENT

THIS IS TO CERTIFY THAT THE ABOVE IRREVOCABLE PAYMENT ORDER HAS BEEN LODGED
WITH US AND WILL BE EXECUTED IN ACCORDANCE WITH THE INSTRUCTIONS STIPULATED IN
THIS DOCUMENT.

______________________________
1st BANK OFFICER SIGNATURE

BANK OFFICE NAME:

TITLE: PIN NUMBER:

BANK NAME:

BANK ADDRESS:

BANK TEL:

TODAY'S DATE:

[SEAL]

_____________________________
2nd BANK OFFICER SIGNATURE

BANK OFFICE NAME:

TITLE:

PIN NUMBER:

BANK NAME:

BANK ADDRESS:

BANK TEL:

TODAY'S DATE:

[SEAL]

END OF DOCUMENT
.

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Irrevocable Master Fee Protection Agreement
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