THIS CONFIDENTIALITY AGREEMENT (“Agreement”) is made and agreed to by The Kirkland Company (“Broker”), exclusive listing broker for the Property, and (“Buyer”) regarding the sale of the property known as Mt. Washington Square (“Property”) located in Mt. Washington, Kentucky. The obligation of confidentiality undertaken pursuant to this Agreement shall survive the terms of the Broker’s listing agreement with the Owner.
BUYER HAS REQUESTED information from Broker for the purpose of evaluating a possible acquisition of the Property. The Owner of the property has instructed Broker to deliver information concerning the Property, much of which is highly confidential, only to those potential purchasers who sign this Agreement. To receive an Offering Memorandum (“Offering Memorandum”) please read, sign and return this Confidentiality Agreement to Broker. The Offering Memorandum has been prepared by Broker for use by a limited number of parties and does not purport to provide a necessarily accurate summary of the property or any of the documents related thereto, nor does it purport to be all-inclusive or to contain all of the information which prospective Buyers may need or desire. All projections have been developed by Broker and designated sources and are based upon assumptions relating to the general economy, competition, and other factors beyond the control of the Seller and therefore are subject to variation.
THEREFORE, THE PARTIES AGREE, in consideration of the covenants and agreements contained herein, as follows:
In connection with your interest in a potential, negotiated acquisition of those certain properties listed in Exhibit A hereto (individually or collectively as the context may require, the “Property”) from [Seller] (individually or collectively as the context may require, the “Company”), you have requested certain information concerning the Property from the Company and its affiliates and its and their respective directors, officers, members, partners, employees, representatives, agents and/or advisors (including without limitation, attorneys, accountants, consultants and financial advisors) (individually or collectively as the context may require, the “Company’s Representatives”). In consideration of furnishing you with the Evaluation Material (as defined herein), the Company requests your agreement to the following: