charanjit78
New Member
Hi Experts,
Please help me. I am in a desperate situation.
I am working as a consultant in IT. Recently, my contract with present company was over and I was looking for a new project. One of these vendors (let's say XYZ) had an opportunity at Client (let's say ABC). Client liked my resume and asked for a face to face. Before giving me the contact details of the client, Vendor XYZ asked me to sign a NCA agreement. Since I was desprerate to find a job, I signed it. Now, the client interview went fine and they are willing to take me. But there are some rate negotiations going on between Client and Vendor. I asked Vendor 50$/hr. Vendor told me that Client is willing to give only 35-40$ and they are trying to take only 5$ markup. I gave a call directly to Client and I came to know that Client is willing to give 55$ but Vendor wants to take huge markup(15-20$) in between. Because of this deal is not going through. Now, I found the same position thro another Vendor. Since, client has already interviewed me, I think there is a good chance that I can go thro another Vendor and work for Client.
I would like to know that if I work for Client from different Vendor, can XYZ challenge me in court based on NCA I signed with XYZ? I noticed that defintion of Client and contractor in the NCA is not correct. I think I should be safe but want opinion of experts. Here is the NCA -
Non-Solicitation Agreement
This Agreement is made this XX day of Aug 2011 between XYZ Technology Group hereinafter referred to as Contractor and Peter hereinafter referred to Subcontractor / Consultant.
WHEREAS: Subcontractor /Consultant is interested in the opportunity to present his Profile to XYZ Technology Client i.e. through ABC in Jersey City, NJ.
NOW THEREFORE the Two Parties: Subcontractor / Consultant and Contractor agree as follows:
1. Contractor will arrange for interviews with its Client for the Subcontractor / Consultant.
2. Subcontractor / Consultant agrees that all information disclosed by the Contractor is considered confidential in nature and Subcontractor / Consultant further agrees that any all disclosed information will not be shared with any other Contractors, Subcontractor / Consultant s or Clients without the express written consent of the Contractor. All information will be considered sensitive and proprietary unless otherwise indicated by the Contractor.
3. Subcontractor / Consultant agree that he will not go directly to Client or through any other Vendor for next 90 days from the day of submission.
4. Subcontractor / Consultant will not use the information gathered as result of discussing the opportunity to gain similar business at the Client introduced to the Subcontractor / Consultant by the Contractor. If a formal working relationship is established between the said Subcontractor/Consultant and Contractor, a Consulting Services Agreement will be signed between the Two Parties and this Non-Solicitation Agreement will form part of Consulting Services Agreement for the Client's engagement.
5. Subcontractor / Consultant or Consultant should send monthly invoices to the Contractor. Contractor will pay approved invoices 30 days after receipt of Invoices.
Please help me. I am in a desperate situation.
I am working as a consultant in IT. Recently, my contract with present company was over and I was looking for a new project. One of these vendors (let's say XYZ) had an opportunity at Client (let's say ABC). Client liked my resume and asked for a face to face. Before giving me the contact details of the client, Vendor XYZ asked me to sign a NCA agreement. Since I was desprerate to find a job, I signed it. Now, the client interview went fine and they are willing to take me. But there are some rate negotiations going on between Client and Vendor. I asked Vendor 50$/hr. Vendor told me that Client is willing to give only 35-40$ and they are trying to take only 5$ markup. I gave a call directly to Client and I came to know that Client is willing to give 55$ but Vendor wants to take huge markup(15-20$) in between. Because of this deal is not going through. Now, I found the same position thro another Vendor. Since, client has already interviewed me, I think there is a good chance that I can go thro another Vendor and work for Client.
I would like to know that if I work for Client from different Vendor, can XYZ challenge me in court based on NCA I signed with XYZ? I noticed that defintion of Client and contractor in the NCA is not correct. I think I should be safe but want opinion of experts. Here is the NCA -
Non-Solicitation Agreement
This Agreement is made this XX day of Aug 2011 between XYZ Technology Group hereinafter referred to as Contractor and Peter hereinafter referred to Subcontractor / Consultant.
WHEREAS: Subcontractor /Consultant is interested in the opportunity to present his Profile to XYZ Technology Client i.e. through ABC in Jersey City, NJ.
NOW THEREFORE the Two Parties: Subcontractor / Consultant and Contractor agree as follows:
1. Contractor will arrange for interviews with its Client for the Subcontractor / Consultant.
2. Subcontractor / Consultant agrees that all information disclosed by the Contractor is considered confidential in nature and Subcontractor / Consultant further agrees that any all disclosed information will not be shared with any other Contractors, Subcontractor / Consultant s or Clients without the express written consent of the Contractor. All information will be considered sensitive and proprietary unless otherwise indicated by the Contractor.
3. Subcontractor / Consultant agree that he will not go directly to Client or through any other Vendor for next 90 days from the day of submission.
4. Subcontractor / Consultant will not use the information gathered as result of discussing the opportunity to gain similar business at the Client introduced to the Subcontractor / Consultant by the Contractor. If a formal working relationship is established between the said Subcontractor/Consultant and Contractor, a Consulting Services Agreement will be signed between the Two Parties and this Non-Solicitation Agreement will form part of Consulting Services Agreement for the Client's engagement.
5. Subcontractor / Consultant or Consultant should send monthly invoices to the Contractor. Contractor will pay approved invoices 30 days after receipt of Invoices.
