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.