In consideration for the Agent providing sensitive and confidential information relating to the above mentioned properties/businesses, the Recipient hereby undertakes:
That everything which the Agent and/or the owner of the Business discloses, and which is properly capable of being regarded as proprietary information of the Agent and /or the owner of the Business regardless of the form of disclosure, will be treated in confidence by the Recipient, it’s partners and/or it’s employees and other associated or proprietary companies, and will not be used by the Recipient it’s partners and/or it’s employees for any purpose other than:
1. Conducting an evaluation and determining the Recipient’s interest in entering into an agreement exclusively through the Agent to purchase the whole or portion of the Business and
2. Such purposes as may be contained in any formal agreement that may be entered into between the Recipient and the owner of the Business
3. That disclosures of all such information and details shall be limited to only those professional advisors, partners or employees of the Recipient which are reasonably required to be in possession of said information and details, and
4. To immediately return to the Agent all such information and other details in written form, including any drawings and any copies made of written information and drawings or notes, summaries or extracts thereof if and when requested by the Agent
5. All requests for information and all negotiations shall be through the Agent and the Recipient shall not directly visit the property/business or contact the owner of the property/business, the staff of the property/business and /or any other person associated with property/business without the prior express consent of the Agent The Recipient hereby irrevocably acknowledges:
6. That the information being provided to us has been supplied to the Agent by the vendors of the properties or businesses. We understand that the information is provided by the Agent in good faith and acknowledge that the Agent is acting as mere messenger of the information provided by the vendors of the properties and businesses and, as such, is not responsible for any errors, omissions or misrepresentations that may be found. The Agent recommends that I/we seek independent advice and make our own full and proper enquiries before acting on any information provided. The Agent has advised me/us that any indication of past performance of the property/business, in the information provided, does not infer any warranty or representation that a new owner of the property/business would achieve such results in the future. Subject to any terms implied by law and which cannot be excluded, we acknowledge and agree that the Agent will not be held responsible for any loss, damage, cost or expense incurred by us as a result of any error, omission or representation within the information provided.
7. The Agent is solely instrumental in me/us being introduced to the property/business offered for sale
8. That the obligations herein are fair and reasonable and have been designed to protect the legitimate business interests of the Vendor of the property/business and the Agent.
9. The Agent will suffer loss or damage if I/we contact, attempt to or deal directly with the vendor of the property/business.
10. The Vendor of the property/business will suffer loss and damage from any breach by me/us of any of the duties under this acknowledgement.
11. The terms and conditions of this Deed shall continue to have full force and effect after the property/business is sold
12. Any matter arising from this undertaking and acknowledgement shall be governed by, takes effect and will be construed in accordance with the laws of Vic, NSW and Qld, and the parties irrevocably and unconditionally submit to the exclusive jurisdiction of the courts entitled to hear appeals there from.