Confidentiality Agreement

Confidentiality Agreement

The undersigned prospective purchaser (“Buyer”) hereby requests current and ongoing information on businesses represented by Strong Business Advisors. Buyer hereby acknowledges that Strong Business Advisors first provided such information to the Buyer and in consideration of Strong Business Advisors having provided such information, the Buyer hereby agrees to the following:

1. All information Strong Business Advisors provides about a business has been obtained from the business owner, Brenda Bernhard and Strong Business Advisors makes no representations or warrantees as to its accuracy or completeness of the information. Buyer is solely responsible for investigating all aspects of the business and obtaining any legal, tax or other appropriate counsel Buyer deems necessary, prior to purchasing the respective business.

2. All information Buyer is provided regarding business, including but not limited to its availability for acquisition, shall be treated as confidential and proprietary. Buyer shall not disclose, without prior written consent, any such information to any third party except Buyer’s representatives/affiliates engaged in evaluating the information, and Buyer shall first obtain the agreement of such third parties to maintain confidentiality. If Buyer decides not to purchase the business, Buyer shall promptly notify Strong Business Advisors of this fact and shall promptly return all documentation without retaining copies, summaries, analyses or extracts. Any unauthorized disclosure shall constitute a material breach of Buyer’s duty to the Seller and Strong Business Advisors which may result in their seeking legal recourse against the Buyer. Buyer shall indemnify, defend and hold Brenda Bernhard and Strong Business Advisors harmless from any liability resulting from such unauthorized disclosure.

3. The Seller of each business for which a Buyer shall be given information by Strong Business Advisors has entered into an agreement providing that Seller shall pay a fee to Strong Business Advisors if , during the term of that agreement or within twenty four months thereafter, the business is transferred to a Buyer introduced by Strong Business Advisors. Should Buyer, Buyer family member, associates, agents or anyone with whom Buyer is connected acquire any interest in or become affiliated in any capacity with such a business, Buyer shall protect Strong Business Advisors right to a fee from the Seller.

4. Buyer shall conduct all inquiries into and discussion with any business about which Strong Business Advisors provides information solely through Strong Business Advisors, and shall not directly contact the owner, employees or other representatives of the business except by prior arrangement with Strong Business Advisors.

5. If Buyer breaches the terms of this Agreement or in any way interferes with Strong Business Advisors right to a fee, Buyer shall be liable for such fee and any other damages, including reasonable attorney’s fees.

6. Any controversy or claim arising out of or relating to this Agreement or its breach shall be settled by binding arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association by one or more arbitrators appointed in accordance with those rules. Any arbitrator so selected need not be a member of the American Arbitration Association.

7. Brenda Bernhard and Strong Business Advisors may act as a dual agent representing both Buyer and Seller. In a dual agency situation, the agent has the following affirmative obligations to both the Seller and the Buyer:

a) A fiduciary duty of utmost care, integrity, honesty and loyalty in the dealings with either the Seller or the Buyer,

b) Diligent exercise of reasonable skill and care in performance of the agent’s duties,

c) A duty of honest and fair dealing in good faith and

d) A duty to disclose all facts known to the agent materially affecting the value or desirability of the business that are not known to, or within the diligent attention and observation of, the parties.

8. Buyer herein acknowledges receiving a copy of this Agreement and having the opportunity to fully review the Agreement with Counsel of Buyer’s choice before its execution.

9. The undersigned executes this Agreement on behalf of Buyer and warrants that he/she is duly authorized to do so.

About Strong Business Advisors

Brenda BernhardStrong Business Advisors, led by Brenda Bernhard, is a group of business brokers who have years of business advisory, business buying, and business selling services. Strong Business Advisors is based in Southern California and serves businesses locally, nationally, and globally. If you're looking to buy or sell a business, contact us today!
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Brenda Bernhard
Director of Business Services
Strong Business Advisors
3500 West Olive Avenue, Suite 300
Burbank, CA 91505

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Call (818) 321-6456