Chattel Sale – Café in the Heart of Fitzroy

Recitals

In consideration for the Agent providing sensitive and confidential information relating to the above mentioned properties/businesses, the Recipient hereby undertakes:

1. The Disclosing Party (“The Agent”) is in possession of information relating to:
   • The Business
   • Including but not limited to memorandum, financial records, know-how, data, and other information relating to the business and financial status of the above-mentioned business (collectively, the “Confidential Information”).
2. At the request of the Recipient, the Disclosing Party will disclose Confidential Information to the Recipient on the terms of this Agreement.

It Is Agreed

• In consideration of the Disclosing Party providing the Confidential Information, the Recipient, including its employees and agents, agrees to maintain the confidentiality of the Confidential Information. The Recipient shall not disclose the Confidential Information, in whole or in part, to any third party, except to professional advisers or as required by law, without prior written consent from the Disclosing Party. The Recipient further agrees to ensure that any party receiving the Confidential Information is informed of this Agreement and agrees to be bound by its terms.
• The Recipient will promptly return all Confidential Information upon the request of the Disclosing Party.
• The Recipient will not make copies of any Confidential Information without prior written consent from the Disclosing Party.
• The Recipient acknowledges that the Disclosing Party is disclosing the Confidential Information based on this Agreement. The Recipient agrees to indemnify the Disclosing Party against any loss, cost, damage, expense, or liability resulting from a breach of this Agreement.
• The Recipient cannot approach the business’s staff under any circumstances, nor can they disclose to a third party that the business is for sale, except with the written consent of both the business owner and the Business Broker. 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 without the prior express consent of the Agent
• This Agreement remains effective even after the return of the Confidential Information to the Disclosing Party.
• This Agreement is governed by the laws of Australia and the relevant state laws where the business is located. Each party submits to the non-exclusive jurisdiction of the courts in that state.
• The Recipient acknowledges that if they eventually purchase the business privately or through another agent at a later date, causing SBA Real Estate & Business Brokers not to receive a commission, they agree to pay SBA Real Estate & Business Brokers the amount of commission lost immediately upon receiving a written demand.
• The Recipient acknowledges that information provided by SBA Real Estate & Business Brokers (including directors, agents, representatives, or employees) has been supplied by the vendors. SBA Real Estate & Business Brokers provides this information in good faith and acts only as a messenger. SBA Real Estate & Business Brokers is not responsible for any errors, omissions, or misrepresentations. Recipients are advised to seek independent advice and conduct thorough inquiries before relying on any information provided.
• The terms and conditions of this Agreement continue to apply even after the property or business is sold.
• If the Recipient is a company or corporate body, all directors and shareholders are personally liable for any breach of this Agreement.
• This Agreement applies to all businesses the Recipient enquires about or is introduced to by SBA Real Estate & Business Brokers.
• The Recipient consents to being added to the Agent’s database and receiving marketing materials and offers about new business listings. Recipients can unsubscribe by emailing the Agent.
• This Agreement may be executed in any number of counterparts. All counterparts together will be taken to constitute one instrument.
• The Recipient agrees that this Agreement may be signed electronically, and such electronic signature shall be deemed to have the same validity, enforceability, and effect as if it were an original signature manually affixed to this document.