NonDisclosureAgreement.com
other person or business entity, nor shall the Buyer permit any third party (employees,
officers, directors, agents, consultants or contractors) to do the same. The Buyer shall
not and shall not permit any third party to disclose to any other person or business entity
the fact that any discussion or negotiations are taking place with respect to the Property.
All parties agree to keep potential transactions and the terms of this Agreement
completely confidential.
B. Representatives. Confidential Information shall only be disclosed to the Buyer’s
employees, officers, directors, agents, consultants or contractors who need to know
such information solely in connection with business opportunities relating to the
Property. All such representatives shall be informed by the Buyer of the confidential
nature of the Information and shall be bound by the terms herein.
C. Compelled Disclosure. Buyer may disclose Confidential Information only when acting in
compliance with a civil investigative demand, valid court order or other legal obligation, provided
that the Buyer notifies the Seller of any such request as promptly as feasible.
Article IV: Term
This Agreement and all the terms, conditions and provisions hereof shall survive for a period of
______________ from the date of the closing of any purchase, lease or investment agreement,
whether the transaction is successful or unsuccessful, or if the Confidential Information
becomes publicly available, whichever occurs first.
Article V: General Provisions
A. Entire Binding Agreement. This Agreement sets forth the entire understanding and
agreement between the parties with respect to the subject matter hereof and supersedes
all other oral or written representations and understandings. This Agreement may only
be amended or modified by a writing signed in advance by the parties. This Agreement
is binding upon the successors, assigns and legal representatives of the parties, and
protects Confidential Information of any successors or assigns of the Seller.
B. Remedies. The Buyer understands and agrees that failure to perform any and all
obligations hereunder, or failure to comply with any terms or conditions hereof, could
cause the Seller irreparable harm for which monetary damages are not adequate
compensation. Accordingly, the Seller shall be entitled to injunctive relief to specifically
enforce the terms of this Agreement, in addition to any other remedies available to it at
law or in equity.
C. Accuracy. Seller makes no representations or warranties with respect to the
accuracy or completeness of the Confidential Information or otherwise under this
Agreement, and hereby disclaims all implied warranties. Buyer agrees not to hold liable
the Seller, Agent nor any other representative arising from the use or disclosure of the
Confidential Information.
D. Contact. Buyer shall not contact any of the Property’s employees, suppliers,
customers or tenants, nor enter into any discussion with the above-mentioned, at the
Property without the express written permission of the Seller.