NON-DISCLOSURE AND NON-CIRCUMVENT AGREEMENT This agreement will confirm the mutual understandings between you (BUYER) and Capital Strategies (hereby known as BROKERAGE) regarding your receipt of certain information that BROKERAGE will provide to you regarding the selling client of BROKERAGE (and subsequent SELLERS introduced to the BUYER through the efforts of BROKERAGE). Confidentiality and Non-Disclosure: BUYER agrees to keep the terms and conditions of any information including business strategies, marketing materials, financial statements and other non-public information provided either verbally or in writing by BROKERAGE or SELLER in a confidential manner. Non-Circumvent: BUYER agrees not to directly or indirectly contact or form any agreements with the SELLER without express written approval of the BROKERAGE. Additionally, BUYER agrees not to contact any of the SELLER’S suppliers or vendors without the express written consent of the SELLER. Violation of these provisions shall entitle the SELLER and/or BROKERAGE to seek legal remedies. Information requested on business and/or property listing identified as:
1. “Information” means all data, reports, records or materials obtained from BROKERAGE or the client, which is not in the public domain, including the names, address, tenant and lease information, business strategies, marketing materials, financial statements and the knowledge that the business and/or property owner may be considering a sale. Information is being furnished solely to you and shall be treated as “secret” and “confidential” and no portion of it shall be disclosed to others, except to those employees and agents of the undersigned whose knowledge of the information is required to evaluate the client’s business and/or property as a potential acquisition and who shall assume the same obligations as the undersigned under this Agreement. 2. The undersigned agrees not to contact the BROKERAGE client directly without prior written approval of BROKERAGE. The underlying customer agrees that BROKERAGE is the procuring cause in any potential transaction with the client (and subsequent SELLERS introduced to the BUYER through the efforts of BROKERAGE) and will be the responsible agent to promptly present any offer you may make. All information shall be promptly returned or destroyed, as directed by BROKERAGE. 3. It is understood that BROKERAGE and the client as the intended parties, whose rights are being protected, may seek legal redress or remedies directly for any breech of this Confidentiality and Customer Acknowledgement Agreement as if it were a party to this Agreement. 4. It is understood that BROKERAGE makes no representation or warranty as to the completeness or accuracy as to any information. Any and all representation and warranties shall be made solely by the BROKERAGE client and shall be set forth in a signed purchase and sale agreement and then be subject to the provisions thereof. The undersigned acknowledges the responsibility to perform a due diligence review at his or her own cost and expense prior to any purchase of a BROKERAGE business and/or property listing. 5. Should BUYER enter into an agreement to purchase this business through BROKERAGE, the SELLER has the right to obtain, through standard reporting agencies, financial and credit information concerning BUYER or the companies or
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NON-DISCLOSURE AND NON-CIRCUMVENT AGREEMENT other parties that BUYER represents. BUYER understands that this information will be held confidential by the SELLER and BROKERAGE and will only be used for the purpose of SELLER extending credit to BUYER. 6. All BROKERAGE agents represent the client and under their fiduciary duty can only release client-approved information. You are deemed a customer and owed a duty of being treated honestly and fairly. Included with this agreement is the Idaho Real Estate Commission Agency Brochure outlining BUYER and SELLER rights under Idaho Code. Please read, sign, and return the brochure along with this form. ***** Please complete with Name, Address, Telephone Number, then Date, Sign and Return to Capital Strategies at P.O. Box 140586, Boise, ID 83714-0586 or fax to 866-425-7160. For questions, please call us at 208-343-7007 Name of BUYER Prospect (PRINTED): ______________________________________________________ Expected closing date: Expected amount of cash down payment for purchase? Source of cash for down payment? Are you pre-qualified for an acquisition loan? If yes, Name and contact information for Lender: Signature: __________________________________________/_________________________ Authorized Signature Title Are you a licensed real estate agent? Mailing Address: ___________________________________________________________________ Street City/State Zip Telephone: ______________________________Fax:__________________________________ Date: __________________________________ Email: ____________ ACCEPTED BY: Date: __ Yes No Yes No _
of Capital Strategies
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