View Our Confidentiality Agreement
This is an exact copy of the Confidentiality Agreement that you agree to during registration and also every time that you log into your account on Your Biz Brokers website.
CONFIDENTIALITY, NON-CIRCUMVENTION & ARBITRATION AGREEMENT
(IMPORTANT: You agree to notify Your Biz Brokers immediately in writing of any partners, investors, advisers and/or spouse you will be disclosing information Your Biz Brokers supplies you regarding any of the business or lease opportunities your introduced to. This is a legal and binding agreement between “Potential Buyer” and “Broker”) .
Upon your execution of this Confidentiality, Non-Circumvention and Arbitration Agreement Your Biz Brokers (“Broker”) will provide to you (the “Potential Buyer”), electronic access to confidential information regarding the businesses or lease opportunities shown on the Broker’s website: http://www.yourbizbrokers.com. 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(es) or lease opportunities. 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. Broker nor any of their respective officers, employees or agents makes any representation as to the accuracy of the information and no liability of any kind whatsoever is assumed by Broker with respect thereto.
The parties agree that the delivery of the information is subject to the following terms, covenants and conditions:
a. I may drive by the business or go into business as a customer only during business hours. In the event Your Biz Brokers is co- operating with another agent, I agree to work exclusively through Your Biz Brokers to purchase or lease this location / property.
b. I agree to be discreet and act as a customer; I agree not to talk to owner, employees, customers, landlord or suppliers about the business or location being for sale / for lease.
c. If I have further interest in purchasing business and/or leasing the location, I agree to contact “only” Broker to make all arrangements.
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”).
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. 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 representative 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. Potential Buyer agrees it will return all Information upon request by Broker.
Potential Buyer agrees to indemnify Owner from any loss or damage, which Owner 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 prevails in an action against Potential Buyer shall be responsible for all reasonable attorney’s fees and costs incurred by Owner in the prosecution of such action. Broker is not an agent for Potential Buyer, but is exclusive agent for Seller or Landlord. However, Broker will assist the buyer and/or lessee throughout the purchase/ leasing process to successfully close each transaction for the seller or landlord. This assistance does not form an agency relationship with the buyer and/or lessee.
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. Broker, it’s officers, agents or employees do not warrant or represent that the Information is true or correct. You are advised to verify the Information independently. Broker 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 or provide Potential Buyer with a lease agreement.
Potential Buyer represents and warrants that it has not had any discussion or dealings regarding the business with any other broker, finder or agent other than “Broker” (Your Biz Brokers) and hereby agrees that the obligation to pay any such brokerage commission, except for the compensation due to Broker (Your Biz Brokers), is an obligation of Potential Buyer and agrees that it shall not look to any Seller, Landlord, Leasing Agent or other Entity for the payment of any such brokerage commission. Potential Buyer WILL NOT contact or speak to any sellers, employees, suppliers, customers, neighboring tenants and landlords or landlord’s representatives of any of the businesses on Broker’s website or which have been introduced to Potential Buyer by Broker without prior authorization from Broker.
For a period of one year beginning on the date of this Agreement, the Potential Buyer agrees not to circumvent this Agreement by attempting to surreptitiously or secretly purchase and/or invest and/or lease in the business or lease opportunity introduced to the Potential Buyer by Broker. That should they buy, lease, become a manager of, become connected in any way, or come into possession of any of the listed businesses or lease opportunities within one year beginning on the date of this Agreement, even if the listing period for that business has expired, that a commission will be due to Broker; and in the event of a breach of this agreement, that they will be liable for the payment of that commission and all reasonable costs including interest, collection costs and attorney fees. The commissions referred to above is 12 percent (12%) of the total listed price, unless otherwise stated on the Seller’s Listing Agreement.
Broker does not give tax, accounting, or legal advice. That prior to finalizing an agreement to purchase the business, it is my responsibility to make an independent verification of all information. I agree that Broker is not responsible for the accuracy of the information I receive and I agree to indemnify and hold Your Biz Brokers, its Broker, Officers, Agents and Employees harmless from any claims or damages resulting from its use.
Mediation: Should any controversy arise as a result of this agreement, Your Biz Brokers and Potential Buyer agree to mediate any dispute or claim arising between us out of this agreement or any resulting transaction, before resorting to arbitration. Mediation fees, if any, shall be divided equally among the parties involved, however the prevailing party shall be rewarded all legal fees and court costs above and beyond any reward granted to the prevailing party. If for any dispute or claim to which this paragraph applies, any party commences an action without first attempting to resolve the matter through mediation or refuses to mediate after a request has been made, then that party shall not be entitled to recover attorney fees, even if they would otherwise be available to that party in any such action.
Any controversy between Your Biz Brokers and Potential Buyer involving the construction or application of any of terms, covenants or conditions of this Agreement not settled through mediation, shall be decided by neutral, binding arbitration as provided in the California Code of Civil procedure, beginning at section 1280, and shall include full rights of discovery. The arbitrator shall be a retired judge or justice, or an attorney with experience in the purchase and sale of businesses, unless the parties mutually agree to a different arbitrator. The arbitrator shall have no authority to change any provisions of this Agreement; the arbitrator’s sole authority shall be to interpret or apply the provisions of this Agreement.
Your Biz Brokers and Potential Buyer hereby agree to have the matter settled in the County in which this listing is located, State of California, without the necessity of a court order. All rights of discovery allowed by law may be utilized; and the prevailing party shall be entitled to actual attorney’s fees and costs. Any decisions shall be binding between Your Biz Brokers and potential Buyer. If an agreement cannot be reached through arbitration, then parties agree all actions or proceedings arising in connection with this Agreement shall be litigated exclusively in the State courts located in the County in which this listing is located, State of California. This choice of venue is freely agreed to by both parties as evidenced by each party’s execution of this Agreement, thereby precluding the possibility of litigation between the parties with respect to or arising out of this Agreement in any jurisdiction other than that specified in this paragraph.
Further, if any provision of this Agreement shall be held to be invalid, void or unenforceable, the Court of jurisdiction, mediator or arbitrator shall interpret the invalid, void or unenforceable clause as closely as possible to the spirit in which it was intended when drafted.
Broker reserves the right to change the terms and conditions of this agreement at any time without notice given.
Please acknowledge your consent and agreement to the foregoing by checking the box above and entering your initials below, at which time the same shall constitute a binding Agreement between Potential Buyer and Broker.