Mutual Non-Disclosure Agreement
Draft, pending attorney review. This agreement has not yet been reviewed by a lawyer and may change. Version 2026-10-15.
Parties. This Mutual Non-Disclosure Agreement ("Agreement") is between SellChargeOffs.com ("SellChargeOffs") and the company named in the valuation request form that accepts this Agreement (the "Company"). Each is a "Party," and either may disclose or receive information.
1. Why are we signing this?
The Parties want to share information to evaluate a possible sale of receivables, judgments, notes or debt portfolios (the "Purpose"). This Agreement keeps that information confidential.
2. What counts as confidential information?
"Confidential Information" means non-public information one Party shares with the other in connection with the Purpose, in any form, including:
- portfolio data, data tapes, samples, account summaries and documentation;
- pricing, bids, valuations and deal terms; and
- the identities of buyers, sellers and other participants.
3. What is not confidential?
Information that the receiving Party can show (a) is or becomes public through no fault of its own; (b) it already knew without a duty of confidentiality; (c) it received from a third party who was free to share it; or (d) it developed independently without using the other Party's information.
4. How may the information be used and shared?
The receiving Party will use Confidential Information only for the Purpose and protect it with at least reasonable care. It may share Confidential Information only with (a) its employees, advisers, lenders and affiliates who need to know it for the Purpose, and (b) in the case of SellChargeOffs, prospective buyers that are bound by written confidentiality obligations at least as protective as this Agreement. Each Party is responsible for anyone it shares with. A Party may also disclose information when required by law, regulation or court order, after giving the other Party prompt notice where legally allowed.
5. How long does this last?
This Agreement lasts for two (2) years from the date the Company accepts it. Confidentiality obligations for information shared during that period continue for two (2) years after it ends, and longer for any information that the law protects as a trade secret or as consumer personal information.
6. What happens to the information afterward?
On written request, or when discussions end, the receiving Party will return or destroy the other Party's Confidential Information, except copies kept in routine backups or as required by law, which stay subject to this Agreement.
7. Does this create any other rights?
No. All information remains the property of the disclosing Party. No license or other right is granted, and neither Party is obligated to complete any transaction. Information is provided "as is."
8. What else applies?
- Remedies: unauthorized disclosure may cause irreparable harm, so the disclosing Party may seek injunctive relief in addition to other remedies.
- Governing law: this Agreement is governed by the laws of the State of [to be confirmed].
- Whole agreement: this is the entire agreement on its subject and can be changed only in writing by both Parties.
- Consumer data: no consumer personal information should be sent through the website form. Account-level data is exchanged only through a secure data room.
9. How is this signed?
By checking the agreement box and typing a full name in the valuation request form, the signer (a) agrees to this Agreement on behalf of the Company, (b) states that they are authorized to bind the Company, and (c) consents to sign and receive this Agreement electronically. That typed name has the same effect as a handwritten signature under the federal E-SIGN Act and applicable state electronic-transactions laws. SellChargeOffs accepts by processing the request. SellChargeOffs records the signer name, time, IP address and browser details as evidence of acceptance.