Confidentiality Form MWC
The parties agree that the delivery of the information is subject to the following terms and conditions: As the “Potential Buyer”, we/I acknowledge that Mercury 5 Sky Pty Ltd Business Sales have introduced us to the business/es: (may be listed above, refer to: to codes/name/headlines/type of business or industry etc. or whichever business profile was requested or sent to the potential buyer from the date of this agreement) and includes any future business that are provided by Mercury 5 Sky Pty Ltd, listed for sale, on behalf of the Seller/s.
This agreement having no expiration date. As the (“Potential Buyer”) as a noted interested party in the business or business category enquiring herewith, give Mercury 5 Sky Pty Ltd permission to continue to notify via email or phone or any reasonable method of contact any future businesses being released to market until notification is received in writing by you, the (“Potential Buyer”), requesting otherwise.
I / We understand, now that we have been introduced to this business, we are obliged to deal with the purchase of this business through Mercury 5 Sky Pty Ltd only (“Broker”) and that we will not contact the Seller/s, Employees or related persons of the above mentioned business/s without the express permission of Mercury 5 Sky, as will be a direct breach of this confidentiality agreement and legal action will result.
Upon you agreeing to the terms of this Confidentiality Agreement, Mercury 5 Sky Pty Ltd – Business and Commercial Sales (“Broker”) will deliver to you (the “Potential Buyer”), information on the business or businesses requested and receipted by the Potential Buyer, at any time as from the date of this binding agreement.
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. Neither the Owner, Broker nor any of their respective officers, employees or agents makes any representation and no liability of any kind whatsoever is assumed by Owner or Broker with respect thereto.
1. Potential Buyer agrees to treat confidentially the information, whether the information is furnished before or after the date of this agreement, 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 and / or Broker. That 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 representatives 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 to indemnify Owner and or Broker from any loss or damage, which Owner and/or Broker may suffer as a result of their breach of the terms and conditions of this Agreement. In the event of a breach or threatened breach of this Agreement, Owner shall be entitled to all remedies at law and equity, including injunctive relief and if Owner and / or Broker prevails in an action against Potential Buyer, the Potential Buyer shall be responsible for all reasonable legal fees and costs incurred by Owner and/ or Broker in the prosecution of such action.
4. Potential Buyer agrees it will return all Information upon request by Broker.
5. 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. Owner does not warrant or represent that the Information is true or correct. You are advised to verify the Information independently. Owner reserves the right to make any change, to add, to delete, or modify the Information or to withdraw the business from consideration at any time, without notice. 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. Mercury 5 Sky Business and Commercial Sales does not give tax, accounting, or legal advice. That prior to finalizing an agreement to purchase the business, it is the Potential Buyer’s responsibility to make an independent verification of all information. The Potential Buyer agrees that Mercury 5 Sky Pty Ltd – Business and Commercial Sales is not responsible for the accuracy of the information received and agrees to indemnify and hold Mercury 5 Sky Pty Ltd – Business and Commercial Sales harmless from any claims or damages resulting from its use.
