Confidentiality Agreement & Buyer Registration Non-Circumvention Agreement

Upon your execution of this Confidentiality Agreement, NJBizBuySell  (“Broker Harriet Karlin”) will deliver to you (the “Potential Buyer ”),  information on the business or businesses listed below. This information  is intended solely for the limited use by Potential Buyer in  considering whether Potential Buyer will pursue an offer to acquire the  business or businesses. The Information will contain brief, selected  information pertaining to the business and affairs of the business and  does not purport to be all-inclusive or to contain all of the  Information, which a prospective purchaser may desire or require. 


1.) Potential Buyer agrees to treat confidentially the information,  whether the information is furnished before or after the date of this  letter, together with analysis, compilations, studies or other documents  or records prepared by Potential Buyer and its directors, officers,  employees, advisors or representatives and financing sources  (collectively “Representatives”), to the extent that such analysis,  compilations, studies, documents or records contain or otherwise reflect  or are generated from such information (collectively, the “Material”).

2.) Potential Buyer agrees that its Representatives will not  duplicate, photocopy or otherwise reproduce the information in whole or  in part or otherwise use or permit it to be used in any fashion or  manner detrimental to the business or the interest of Owner. The  Material shall be used solely for the purpose of evaluating the proposed  acquisition of the business and that such Material shall be kept  confidentially by Potential Buyer; provided, however, that any of the  Material may be disclosed to such representative who need to know the  information contained therein for the purposed described above, it being  understood the Potential Buyer shall

(a) inform each such representative of the confidential nature of  such information and require such representative to treat such  information confidentially; and

(b) maintain a list of those persons to whom such information has  been disclosed, which list shall be presented to Owner or Broker upon  request.

3.) Potential Buyer agrees it will return all Information upon request by Broker.

4.) The Materials shall not be deemed to represent the state of  affairs of the business or constitute that there has been no change in  the business or affairs of the Business since the date of preparation of  the Information. You are advised to verify the Information independently.  The Information is not to be construed as an offer, an  expression of intent, an obligation, or as part of any contract or  commitment, to sell the Business.

6.) Potential Buyer will not contact any employees, suppliers,  customers or Owner of the business without prior authorization from  Broker.

7.) The Seller is responsible for all commission due NJBizBuySell  (Harriet Karlin) in connection with the sale or partnership that may  result from the introduction of Potential Buyer and Seller.

8.) For a period of 5 years beginning on the date of this Agreement,  the Potential Buyer agrees not to circumvent this Agreement by  attempting to surreptitiously or secretly purchase and/or invest in the  business or businesses introduced to the Potential Buyer by NJBizBuySell  (Harriet Karlin). That should they buy, lease, become a manager of,  become connected in any way, or come into possession of any of the  listed businesses within five years of the date below, even if the  listing period for that business has expired, that a commission will be  due to NJBizBuySell (Harriet Karlin) from the owner of the business; and  in the event of a breach of this agreement, that both potential buyer  and seller will be liable for the payment of that commission and all  reasonable costs including interest, collection costs, and attorneys  fees.

9.) NJBizBuySell (Harriet Karlin) does not give tax, accounting, or  legal advice. prior to finalizing an agreement to purchase the  business, it is my responsibility to make an independent verification of  all information.

I agree that NJBizBuySell (Harriet Karlin) is not responsible for the  accuracy of the information I receive and I agree to indemnify and hold  NJBizBuySell (Harriet Karlin) harmless from any claims or damages  resulting from its use.

Please acknowledge your consent and agreement to the foregoing by signing and returning a duplicate copy to us, at which time the same  shall constitute a binding Agreement between us.