CONFIDENTIALITY AGREEMENT
RE: 3008 Holiday Drive, New Orleans, LA (Property).
FOR VALUABLE CONSIDERATION IN THE FORM OF ONE PARTY DISCLOSURE CONFIDENTIAL INFORMATION TO THE OTHER, THE SUFFICIENCY OF WHICH IS MUTUALLY ACKNOWLEDGED, in connection with engaging in possible negotiations with Visintainer Group, a California corporation (VG), the undersigned Principal and/or Broker (Recipients), agree to treat all documents provided by VG (or its affiliates), and discussions with VG relating to the potential purchase, lease, financing or otherwise, of the above referenced Property (which may include more than one property) as strictly confidential. Recipients shall direct any and all communications, offers and inquiries to VG.
For purposes of this Agreement, all property descriptions, financial data, leases, title reports, projections, rent rolls and other documents or information, in whatever form, which are provided by VG to Recipients shall be considered the sole property of VG (or the client of VG) and is generally referred to as “Confidential Information”. Recipients, and each of them jointly and severally, further agree not to use or disclose any Confidential Information, regardless of whether they are individually marked or identified as “CONFIDENTIAL”, without the prior written consent of VG.
Recipients agree to take all reasonable precautions to protect the Confidential Information and, upon written request by VG, to immediately return any documents to VG, which contain or reflect such Confidential Information. Although we have endeavored to include such information as we believe pertinent for the purposes of evaluation of the Property for investment potential, Recipients understand and acknowledge that neither VG nor VG’s client make any representation or warranty as to the accuracy or completeness of the information. Recipients further understand and acknowledge that the information used to prepare any materials provided were furnished by sources deemed reliable but have not been verified and are subject to Recipients’ own investigations and diligence. Recipients agree that neither VG nor VG’s client shall have any liability for any reason to Recipients nor their advisors resulting from the use of the materials provided in connection with the pursuit of securing an investment in the Property, whether consummated or not for any reason.
Recipients acknowledge that the Property is subject to prior sale, contractual obligation, or withdrawal from the market for any reason without notice. VG and VG’s client retain the right in their sole discretion to withhold information from Recipients if, in their determination, the Recipient is not a qualified investor. Such qualifications may include but are not limited to financial capability, relevant industry experience, net worth, and demonstrated ability to complete a transaction of this type and size. VG may request and Recipients agree to supply information which may be deemed relevant in determining the qualification of the party looking to make an offer on the property.
Should a Recipient contact VG directly without Broker representation then said Recipient hereby represents and warrants that he/she/they/it have not contacted or entered into any agreement with any real estate broker, agent, finder, or any other party in connection with this transaction, other than an agent at VG, and that he/she/they/it has not taken any action which would result in any real estate broker’s, finder’s, or other fees or commissions being due or payable to any other party with respect to the transaction contemplated hereby. Additionally any potential principal buyer/tenant Principal agrees to protect VG as the procuring cause for any transaction contemplated herein and to hold VG, and its broker, owners, officers, directors and agents, free and harmless from any loss, expenses, claims, fines, attorneys’ fees and expenses which arise from any breach of violation of the duties in this Agreement.
Recipients specifically agree not to enter into any discussions with any vendor, owner, tenant, employee or other party association with the Property about any matter relating to a potential sale, lease or other disposition of the Property without the prior written consent of VG. In the event of any material breach of the provisions of this agreement VG and VG’s client shall have all their legal rights and remedies provided by law. This Agreement shall be interpreted in accordance with the laws of the State of California. The venue for any action shall be Fresno County, California. This Agreement shall remain in effect throughout any evaluation period of the Property and shall survive the Close of Escrow.
If Principal chooses to be represented by another broker, other than the listing broker, that Co-broker shall be entitled to share of the commission equal to one percent (1%) of the gross purchase price paid through escrow at the close of escrow.
