This Confidentiality Agreement is to be signed by you prior to the release of an Offering Memorandum. The Offering Memorandum and any subsequent evaluation material you may be provided, including, without limitation, tenant financial information disclosed after execution of a purchase and sale agreement (collectively known as the “Offering Memorandum”) is intended solely for your limited use in considering whether to pursue negotiations to acquire Herrington Commons (Herrington Road, Atlanta, GA 30044) (the “Property”). The Property is being marketed for sale by Ackerman & Co (“Brokers”).
By your acknowledgment below and except as may be set forth below, you are representing that no real estate broker, agent, or commissioned sales person has represented you in procuring this offering memorandum, and that no commissions, fees, or compensation of any kind are due or payable by Brokers or Owner in connection herewith to any real estate broker, agent, or commissioned sales person with respect to your potential acquisition of the Property.
This Offering Memorandum was prepared by Brokers solely for the use of prospective purchasers of the Property. Neither the Brokers nor the owner of the Property (“Owner”) makes any representation or warranty, express or implied, as to the completeness or the accuracy of the material contained in the Offering Memorandum.
Prospective purchasers of the Property are advised (i) that changes may have occurred in the physical or financial condition of the Property since the time this Offering Memorandum was prepared and (ii) that the projections contained herein were made by Brokers and not Owner and are based upon assumptions of events beyond the control of Brokers and Owner, and therefore may be subject to variation. Prospective purchasers of the Property are advised and encouraged to conduct their own comprehensive review and analysis of the Property.
The Offering Memorandum is a solicitation of interest only and is not an offer to sell the Property. The Owner and Brokers expressly reserve the right, at their sole discretion, to reject any or all expressions of interest or offers to purchase the Property and expressly reserve the right, at their sole discretion, to terminate discussions with any entity at any time with or without notice. The Owner shall have no legal commitment or obligations to any entity reviewing the Offering Memorandum or making as offer to purchase the Property unless and until such offer for the Property is approved by Owner and the signature of a duly authorized signatory of Owner is affixed to a Real Estate Purchase Agreement prepared by Owner.
This Offering Memorandum is confidential. By accepting the Offering Memorandum, you agree, for a period ending two (2) years after the delivery of the Offering Memorandum hereunder, (i) that you will hold and treat the Offering Memorandum and its contents in the strictest confidence, (ii) that you will not photocopy or duplicate any part of the Offering Memorandum, other than for use during your review, (iii) that you will not disclose the Offering Memorandum or any of its contents to any other entity, other than your advisers, lenders or investors who have a need to know, without the prior written authorization of the Owner, and (iv) that you will not disclose the Offering Memorandum or any of its contents to any competitor of the Owner or Brokers or any tenant at the Property, and (v) that you will not use the Offering Memorandum in any fashion or manner detrimental to the interest of the Owner or Brokers.