Subcontractor Registration

Instructions
Access to project information is protected and requires registration. Please complete the form below and agree to the confidentiality and non-disclosure agreement located on the forms page. Your registration will be processed by Velocity. You will received project passwords by email that will allow you to access project information.

This registration form is not encrypted. If you have any concerns about encryption or any general concerns or questions otherwise, please contact Velocity.

Registration Form 

First Name *
 

Last Name *
 

Desired Username *
 - Must consist only of letters or numbers
 - Must not contain any other characters
   

Password *
 - Must be between 6-15 characters in length
 - Must contain at least one number (0-9)
 - Must contain at least one letter (A-Z)
 - Must not contain any other characters
   

Re-Enter Password *
    

Email Address *
 - You will be receiving new project information and project addenda
notifications through your email. Be sure to enter an email address you
check regularly
   

Email Address (again) *
   

Business Name *
 

Primary Phone Number *
 - Must include area code and prefix
 - Must only contain numbers
 - Must not contain any other characters
   

Secondary Phone Number


Fax Number *
   

Address 1 *
 

Address 2


City *
 

State *
--- AK AL AR AZ CA CO CT DE FL GA HI IA ID IL IN KS KY LA MA MD ME MI MN MO MS MT NC ND NE NH NJ NM NV NY OH OK OR PA RI SC SD TN TX UT VA VT WA WI WV WY

Zip Code *
    

Division / Trade *
00000 N/A 02000 Site Work 03000 Concrete 04000 Masonry 05000 Metals 06000 Wood/Plastic 07000 Thermal & Moisture Protection 08000 Doors & Windows 09000 Finishes 10000 Specialties 11000 Equipment 12000 Furnishings 13000 Special Construction 14000 Conveying Systems 15000 Mechanical 16000 Electrical

Type of DBE (if applicable)


CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT *
CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT By clicking "Accept" below you agree to all terms, conditions, covenants, and obligations of THIS CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT (hereinafter referred to as the "Agreement") which is made and entered into as of the date the "Accept" button is clicked, by and between Velocity Construction, Inc., of 107 S. 1470 E. Ste 303A, St. George, Utah 84790 (hereinafter referred to as the "Velocity") and you (hereinafter referred to as "Subcontractor"). ACCEPTANCE OF TERMS Velocity provides online resources to facilitate working with Subcontractor subject to the terms of this Agreement. By using Velocity’s web site and its resources therein, and by accepting the terms of this Agreement, you are agreeing to comply with all terms of this Agreement. In addition, you agree to abide by any applicable posted guidelines for all of Velocity’s resources, which may change from time to time. Should you object to any term or condition of this Agreement, any guidelines, or any subsequent modifications thereto or become dissatisfied with Velocity in any way, your only recourse is to immediately discontinue use of Velocity’s website and web resources. Velocity has and reserves the right, but is not obligated, to strictly enforce the terms of this Agreement through all legal means, including investigation, litigation and prosecution. MODIFICATIONS TO THIS AGREEMENT Velocity reserves the right, in it’s sole discretion, to change, modify or otherwise alter the terms of this Agreement at any time. Such modifications shall become effective immediately upon the posting thereof. You must review this Agreement on a regular basis to keep yourself apprised of any changes. You can find the most recent version of this Agreement on Velocity’s website. RECITALS: WHEREAS, Subcontractor desires to bid on certain construction projects of Velocity as a Subcontractor including certain real estate development projects (hereinafter referred to as "Project") owned and/or managed by Velocity. During the course of the parties’ relationship and the preparations and due diligence related thereto, certain confidential information, including but not limited to, project plans and specifications will be provided, disclosed or otherwise become known to Subcontractor; and, WHEREAS, the parties recognize (i) that the information which Velocity will provide or disclose to Subcontractor during the course of the parties’ relationship will include confidential information which has been the subject of substantial efforts by Velocity to maintain its secrecy and confidentiality, (ii) that the confidential information has substantial and significant economic value as result of its not being generally known to and not being readily ascertainable by proper means by third parties or the public, (iii) that the unauthorized disclosure of such confidential information by Subcontractor could have a significant and substantial adverse impact on Velocity and on the Project, and (iv) that Velocity desires to fully protect the confidentiality of this confidential information; and, WHEREAS, as a condition of Velocity’s willingness to disclose to Subcontractor the confidential information hereinafter defined, and as to induce Velocity to disclose the confidential information to Subcontractor, the parties have agreed to the terms and conditions set forth in this Agreement; and, NOW, THEREFORE, in consideration of the confidentiality requirements of this Agreement, in consideration of the mutual promises and covenants contained herein and for other good and valuable consideration, the parties agree as follows: 1. Definitions. For purposes of this Agreement, the following terms shall have the following meaning: "Confidential Information" means and includes all information normally understood to be confidential or otherwise designated as such by Velocity, including but not limited to, all information regarding Velocity, Velocity’s businesses or subsidiaries and the Project, including but not limited to all purchase agreements, buy-sell agreements; easements, vision statements, covenants, development plans, blue-prints, building specifications, maps, surveys, cost information, financial information, sales information, accounting information, business plans, and any and all other information not generally known to the public and understood to be confidential or otherwise designated as such by Velocity. 2. Confidential Information and Non-Disclosure. As discussed above, Velocity desires to disclose to Subcontractor and Subcontractor desires to receive in connection with its desire to submit a bid for sub-contract work, the Confidential Information. The Confidential Information as defined above includes all communications of information between the parties in any form whatsoever, including oral, written and machine readable form, pertaining to the purposes set forth in this Agreement. The parties acknowledge that the Confidential Information is to be held in the strictest confidence and therefore, Subcontractor agrees as follows: (a) To not disclose to any other person or entity (including any subsidiaries of Subcontractor, parties related to Subcontractor, or any entity in which Subcontractor may have a legal or equitable interest) any Confidential Information and to use the highest degree of care to maintain the Confidential Information secret and confidential n maintaining the secrecy the confidential information; (b) To not disclose to any person either the fact that discussion or negotiations are taking place concerning a relationship between Velocity and Subcontractor or any of the terms, conditions or other facts with respect to any such relationship, including the status thereof; (c) To use the Confidential Information only for the purposes set forth in this Agreement; (d) To advise each employee, agent or representative of Subcontractor, before he or she receives access to the Confidential Information, of Subcontractor’s confidentiality obligations under this Agreement and require each such person to adhere to and be bound by the provisions of this Agreement and Subcontractor agrees to be responsible for any breach of this Agreement by its representatives. 3. Responsibility for Compliance. Subcontractor shall be responsible for compliance with the confidentiality provisions of this Agreement by all persons receiving any Confidential Information by or through Subcontractor. Subcontractor agrees that, in the event of non-compliance, it shall defend, indemnify and hold Velocity harmless from any actions by a person under Subcontractor’s direction which may cause damage to Velocity under this or any other part of this Agreement. (a) This Agreement imposes no obligation upon Subcontractor with respect to any portion of the Confidential Information received from Velocity which: (1) Becomes generally available to the public other than as a result of a disclosure by Subcontractor or Subcontractor’s directors, officers, affiliates, associates, partners, employees, agents or advisors (herein referred to as "Representatives"); (2) Becomes available to Subcontractor on a nonconfidential basis from a source other than Velocity provided that such source is not bound by a confidentiality agreement or other obligation of secrecy to Velocity; (3) Was within Subcontractor’s possession prior to its being furnished to Subcontractor by or on behalf of Velocity, provided that the source of such information was not bound by a confidentially agreement, or other obligation of secrecy to Velocity; or (4) Is generally disclosed by Velocity to third parties without any obligations of secrecy by the third parties to Velocity. (b) The Confidential Information shall remain the sole property of Velocity. Nothing contained in this Agreement shall be construed as granting or conferring any rights by license or otherwise in any Confidential Information. SUBCONTRACTOR AGREES NOT TO USE ANY CONFIDENTIAL INFORMATION AS A BASIS UPON WHICH TO DEVELOP OR HAVE A THIRD PARTY DEVELOP A COMPETING BUSINESS. (c) If a relationship with Velocity is not consummated within a reasonable time after execution of this Agreement or upon Velocity’s written request, Subcontractor shall promptly deliver to Velocity all confidential material and all written material containing Confidential Information (whether provided by Velocity or otherwise and whether in Subcontractor’s possession or the possession of Subcontractor’s Representatives), and will not retain any copies, extracts or other reproductions in whole or in part of such written material. All documents, memoranda, notes, and other writings whatsoever (including but not limited to all copies, extracts or other reproductions), prepared by Subcontractor or Subcontractor’s Representatives based on the information contained in the Confidential Information shall be destroyed. The destruction of such confidential material shall not relieve the obligation of confidentiality or any other obligations hereunder. (d) If Subcontractor becomes legally compelled (by oral questions, interrogatories, requests for information of documents, subpoena, civil investigative demand, or similar process) to disclose any Confidential Information, Subcontractor will provide Velocity with prompt and detailed notice thereof so that Velocity may seek a protective order or other appropriate remedies and/or at its sole option waive compliance with the confidentiality provisions of this Agreement. In the event that such protective order or other remedy is not obtained by Velocity or Velocity waives compliance with the provisions of this Agreement in writing, Subcontractor will furnish only such information as is legally required to be disclosed. Velocity will be entitled to an accounting and repayment of all profits, compensation, commissions, remuneration, or benefits which Subcontractor, directly or indirectly shall have realized or may realize relating to, growing out of, or in connection with any such violation. In the event Subcontractor becomes aware of any breach of the confidentiality or the misappropriation of any Confidential Information or materials provided by Velocity or created in the course and scope of this Agreement or any other breach of this Agreement, Subcontractor will promptly give notice thereof to Velocity. 4. Acknowledgement of Subcontractor Concerning Disclosure in Utah. Without limiting any other provisions of this Agreement, Subcontractor acknowledges and understands that dissemination or disclosure of any Confidential Information within the state of Utah is strictly prohibited. Subcontractor agrees to use its highest standard of care to avoid the disclosure of any Confidential Information to any third parties or entities based within the state of Utah including but not limited to: (i) any and all federal, state, county, city and other governmental agencies and their representatives, (ii) any and all realtors, developers and builders, and (iii) any other third party or entity. Subcontractor acknowledges that the locale in which the Project is located and the surrounding locales are communities in which the disclosure of any Confidential Information to any unauthorized person or entity could result in the quick dissemination of such Confidential Information even if such Confidential Information is disclosed inadvertently by Subcontractor. In this regard, Subcontractor agrees to use special care and caution as to not cause the release or dissemination of any Confidential Information within the state of Utah. 5. Trade Secrets. Subcontractor acknowledges and recognizes that Confidential Information constitutes Trade Secrets as defined by the Utah Uniform Trade Secrets Act, Utah Code §13-24-1, et seq., and that due to the nature of the parties’ relationship, Subcontractor will be exposed to economically valuable, unique, detailed and special knowledge and confidential information, know how, locations, methods, concepts, ideas and other such information. SUBCONTRACTOR HEREBY ACKNOWLEDGES THAT THE CONFIDENTIAL INFORMATION DISCLOSED HEREUNDER IS HIGHLY SENSITIVE TRADE SECRETS AND ANY UNAUTHORIZED DISCLOSURE OR USE THEREOF WILL RESULT IN SERIOUS HARM TO VELOCITY AND VELOCITY’S BUSINESS AND PROFITABILITY. Subcontractor further acknowledges that the Trade Secrets are the sole property of Velocity. Subcontractor agrees to not divulge any Trade Secrets or Confidential Information as defined herein to any unauthorized third party. Any violation of these provisions shall constitute a material breach of this Agreement and shall entitle Velocity to exercise any and all remedies available at law or in equity. 6. Indemnification. Subcontractor shall indemnify, hold harmless and defend Velocity from any and all actions, claims, causes of action, demands, expenses or damages arising from Subcontractor’s actions or Subcontractor’s agents’ actions under this Agreement. Subcontractor agrees that neither Velocity nor its representatives shall have any liability to Subcontractor or Subcontractor’s Representatives resulting from the use of Confidential Information provided by Velocity or its representatives hereunder. 7. Remedies. In the event a party violates any term of this Agreement, the breaching party shall be in default hereunder, and the non-breaching party shall be entitled to exercise all its rights and remedies set forth in this Agreement and in law or equity. In the event of a breach, threatened breach, or intended breach of this Agreement, in addition to any other rights and remedies available at law or in equity, the non-breaching party shall be entitled to preliminary and final injunctions, enjoining and restraining such breach or threatened breach or intended breach. The non-defaulting party shall be entitled to terminate this Agreement immediately. The remedies hereunder shall be cumulative, and the parties’ ability to exercise any remedy shall not be affected by its election to pursue any other remedy. In addition to any other remedies available hereunder, Subcontractor hereby specifically agrees and acknowledges that disclosure or any unauthorized use of any Confidential Information or Trade Secrets shall cause irreparable harm to Velocity, shall constitute a material breach of this Agreement, and will give immediate rise to Velocity’s right to exercise all of its available rights and remedies. Subcontractor specifically agrees that money damages may not be a sufficient remedy for any breach of this Agreement and that Velocity shall be entitled to specific performance and injunctive or other equitable relief as a remedy for any such breach, and Subcontractor further agrees to waive any requirement for the securing or posting of any bond in connection with such remedy. As provided above, such remedy shall not be deemed to be the exclusive remedy for breach of this Agreement but shall be in addition to the remedies identified above and any and all other remedies available at law or equity. 8. Compliance with Laws. Subcontractor agrees that it will comply with all applicable, Federal, State, and local laws, codes, regulations, rules and orders relating to the performance of its duties under this Agreement. 9. Assignment. Neither party shall assign nor transfer any interest in this Agreement nor assign any claims for money due or to become due during this contract without the prior written approval of the other party. Any such attempted assignment is void. 10. Applicable Law. This Agreement shall be governed by, and construed and enforced in accordance with the internal laws of the State of Utah without regard to the principle of conflicts of laws. Subcontractor and Velocity both consent that venue for proceedings shall be in the Utah Fifth Judicial District Court, Iron County, and expressly consent to personal jurisdiction of that Court in regards to any proceedings relating to this Agreement. 11. Termination. This Agreement may be terminated by either of the parties hereto upon written notice delivered to the other. By such termination, neither party may nullify obligations already incurred for performance or failure to perform prior to the date of termination. Notwithstanding the generality of this provision, the confidentiality, nondisclosure, remedies and other provisions of this Agreement shall survive the termination of this Agreement. 12. Non-Waiver. Any failure or delay by Velocity in exercising any right, power, or privilege hereunder shall not operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise of any right, power or privilege granted to Velocity hereunder. 13. Costs and Fees. If any arbitration, litigation or other legal proceeding relating to this Agreement occurs, the prevailing party shall be entitled to recover from the other party (in addition to any other relief awarded or granted) its reasonable costs, or expenses, including reasonable attorney’s fees, incurred in the proceeding. 14. Entire Agreement. This Agreement constitutes the entire Agreement and understanding of the parties and supersedes all prior agreements and understandings between the parties with respect to such subject matter. There are no understandings, agreements, or representations, oral or written, not specified herein regarding this Agreement. This Agreement may be amended, modified, or canceled and any of the provisions hereof may be waived, only by a written instrument executed by Subcontractor and Velocity or in the case of a waiver, by the party waiving compliance. The failure of either party, at any time, to require performance of any provision hereof shall in no manner affect such party’s rights at a later time to enforce the same. No waiver by either party of any provision or any breach of any provision of this Agreement, whether by conduct or otherwise, in any one or more circumstances, shall be deemed to be or construed as a further or continuing waiver of such provision or breach of any other provision or breach. 15. Binding Effect/Guaranty. All officers and individuals executing this Agreement on behalf of the respective party hereby certifies and warrants that they have the capacity and have been duly authorized to execute the Agreement on behalf of the person or entity indicated. This authorization applies to any addendums, schedules, exhibits, or orders relating to the purposes of this Agreement, whether executed prior to, contemporaneously with, or subsequent to execution of this Agreement. The undersigned party executing this Agreement on behalf of Subcontractor, acknowledges, individually, in addition to any corporate capacity, that he/she will benefit from this Agreement and therefore as an inducement to Velocity to enter into this Agreement with Subcontractor hereby agrees to individually and personally guarantee Subcontractor’s performance and obligations pursuant to this Agreement, to pay any and all costs or fees of collection incurred by Velocity to enforce its rights hereunder including reasonable attorneys fees. Velocity may choose, in Velocity’s sole and absolute discretion, to seek recourse against either the Subcontractor or the individual executing this agreement. This guaranty provision of the Agreement shall be the primary obligation of the undersigned, individually. The undersigned agrees that Velocity may proceed under the Agreement or this section providing for a guaranty separately or collectively without prejudicing or waiving any of its rights under the Agreement. It is the intent of the parties that this guaranty provision of the Agreement is binding on the undersigned and his/her personal representatives, successors, and assigns and shall inure to the benefit of Velocity and its successors and assigns. 16. Construction of Terms and Severability. All parts of this Agreement shall in all cases be construed according to their plain meaning and shall not be construed in favor or against either of the parties. If any term, provision, covenant, or condition of this Agreement is held by a Court of competent jurisdiction to be invalid, void or unenforceable, in whole or in part, the remainder of this Agreement shall remain in full force and effect and shall not be affected, impaired or invalidated thereby. In the event of such invalidity, voidness, or unenforceability, the parties hereto agree to enter into supplemental agreements to effectuate the parties’ intent and the purposes of this Agreement. 17. Course of Dealing. No course of dealing between the parties or any of them or any failure or delay in exercising either party’s rights or remedies under this Agreement shall operate as a waiver of any rights or remedies; no single or partial exercise of any rights or remedies hereunder shall operate as a waiver or preclude the exercise of any other rights or remedies hereunder. No right or remedy conferred upon the parties is intended to be exclusive of any other right or remedy contained herein and every such right or remedy shall be cumulative and shall be in addition to every other such right or remedy contained herein or now or hereafter existing at law or in equity or by statute, or otherwise. 18. Notice. Any notice required under this Agreement shall be provided to the applicable party at the address set forth herein or as provided in the public records of the county or state. The parties hereto further recite that the provisions contained on this entire Agreement were separately bargained for at arms length between the parties as part of the consideration for this Agreement and that such provisions are a material inducement to Velocity to enter into this Agreement. The provisions contained herein are acknowledged by the parties to be vital to Velocity’s protection and enjoyment of its business information.
I have read, agree with, and bind myself to all of the terms of the confidentiality non-disclosure agreement.
Accept *