non disclosure

Confidentiality Agreement

  • The Prospective Buyer ("Prospect") hereto desires to participate in discussions regarding the potential purchase of all or part of the business identified below ("Business") listed with Auto Shop Brokers ("Broker"). During these discussions certain proprietary and sensitive information will be revealed to Prospect. Therefore, Prospect hereto agrees as follows:

    1. For the purposes of this Agreement, “Confidential Information” means any data or information that is proprietary to the Business and not generally known to the public, whether in tangible or intangible form, whenever and however disclosed, including, but not limited to financial information, marketing strategies, operations, business plans, business activities; employee, customer, and vendor lists; and any other information provided by Broker or Seller which is not common public knowledge.

    2. Information furnished shall be solely used in evaluating the business for potential acquisition by the Prospect and shall be treated as secret and confidential and no portion of it shall be show or shared with others without written approval of Broker or Seller, except those of your employees and agents whose knowledge of the Confidential Information is required to evaluate the business for purchase and who shall assume the same obligations of this agreement. Undersigned assumes full responsibility for the information provided and further agrees that it will not use the information for its own benefit, profit, or to interfere with the operations of the Business.

    3. Upon demand by Broker or Seller, Prospect will promptly return or destroy all Confidential Information.

    4. Prospect WILL NOT contact vendors, employees, or customers of the business, and will not visit the location of the business without the express permission of the Broker or Seller, and will not disclose that the business is offered for sale.

    5. It is understood that no representations or warranties are being made by the Broker regarding the accuracy or completeness of the Confidential Information; and that Broker advises Prospect to seek competent legal and financial counsel to review and certify any information received. Prospect acknowledges the responsibility to perform due diligence review, at its own expense, prior to any acquisition.

    6. The obligations of all parties to this agreement shall survive for a period of 5 years following the date hereof.

    7. It is understood that Broker represents the Seller and is working for the best interests of the Seller; and that Broker does not owe fiduciary duty to the Prospect.

    8. This agreement shall be governed and construed by the laws of the State of Minnesota.

  • I attest that all of my information is true and correct and I agree to abide by this agreement, under penalty of law.