Listing Enquiry

NON-DISCLOSURE AGREEMENT

This Non-Disclosure Agreement (“Agreement”) is entered into by and between ACQUIRE Business Brokers Inc. (“ACQUIRE”) and the undersigned prospective purchaser, investor, funder, or partner (“Buyer”). The Buyer seeks access to confidential information regarding businesses (“Business”) represented by ACQUIRE (“Seller”), effective immediately and continuing forward, with ACQUIRE acting as the introductory agent and first provider of business information. In consideration of ACQUIRE's facilitation of discussions regarding the potential acquisition, investment, funding or partnership opportunity, the Buyer agrees as follows:

1. Confidentiality Obligation: The Buyer shall maintain strict confidentiality regarding the identity, operations, and financial details of the business(es) disclosed by ACQUIRE.
2. Acknowledgment of Information Ownership: The Buyer recognizes that all financial records, customer and supplier details, and other disclosed business information are the Seller's exclusive property. The Buyer understands that this information holds competitive value and that any unauthorized use or disclosure could harm the Seller. Confidential Information excludes publicly available data not obtained through a breach of this Agreement or data from independent sources without confidentiality obligations.
3. Restriction on Disclosure: The Buyer agrees not to disclose any business operation or financial details to third parties, except to their accountant or legal advisor, who must also adhere to this confidentiality requirement, unless authorized in writing by the Seller or ACQUIRE.
4. Exclusive Communication through ACQUIRE: All inquiries and discussions with the business owner(s) or management will be conducted exclusively through ACQUIRE. The Buyer agrees not to contact the owner(s), employees, lessors, suppliers, customers, or other business representatives directly or indirectly without prior written consent from ACQUIRE. The Buyer acknowledges that all offers and deposits related to the acquisition will be conducted through ACQUIRE.
5. Breach and Dispute Resolution: In the event of a breach of this Agreement or interference with ACQUIRE's right to a fee, the Buyer shall be liable for the fee and any associated damages, including reasonable lawyer's fees. All obligations under this Agreement will be performed in Pasig City and governed by the laws of the Republic of the Philippines. Disputes arising under this Agreement will be resolved exclusively in Pasig City. This Agreement is non-negotiable and cannot be modified, amended, or waived unless in writing and signed by ACQUIRE or its authorized representative.
6. Indemnification: Should the Buyer breach clauses 1, 2, or 3 of this Agreement, the Buyer agrees to indemnify ACQUIRE against any actions, proceedings, costs, claims, demands, or liabilities arising from such a breach.
7. Purpose and Return of Information: All information received is solely for evaluating the investment potential of the business. If the Buyer decides not to proceed, all written information will be returned to ACQUIRE, with no copies retained, and electronic records, including emails and attachments, will be deleted.
8. Electronic Acceptance: Execution of this Agreement and transmission of signatures via electronic mail will constitute valid acceptance under the Electronic Commerce Act of 2000 of the Republic of the Philippines.
9. Acknowledgment of Understanding: The Buyer acknowledges having read and understood this Agreement in its entirety.
10. Authority to Execute: The undersigned warrants their authority to execute this Agreement on behalf of themselves, their company, or their employer.