Metro Business Advisors, LLC (“Metro) is bound to our clients to obtain a Non-Disclosure and Confidentiality Agreement
(“Agreement”), as well as evidence of financial ability, before disclosing the name and location of any business being
confidentially marketed for sale. Information you disclose to Metro will be kept confidential.
In consideration of Metro providing the undersigned buyer candidate (“Buyer”) with certain confidential,
proprietary information concerning the business (“Seller”) listed for sale, I hereby acknowledge and agree to the
following:
I agree that the identity of the Seller and all information provided to me by Metro and the Seller (including the fact
that the business may be for sale) will be deemed CONFIDENTIAL. I agree not to disclose this information to anyone,
except my legal and accounting advisors who are bound by their professional code of ethics regarding
confidentiality. I will require other advisors or individuals I confer with to sign this letter of Agreement. I agree
that I will not use this confidential information in any way that could be detrimental to the Seller or to the fiduciary
relationship with Metro. I acknowledge that any breach of this Agreement, directly or indirectly, shall be deemed
irreparably harmful to Metro and the Seller, and that all remedies at law or equity will be made available to Metro
and Seller for any breach or threatened breach. The Seller is hereby designated as a third party beneficiary to this
Agreement.
I agree not to contact the Seller or anyone associated with the Seller, including employees, suppliers, competitors
or customers, except through Metro, which I hereby acknowledge as the agency first providing me this
information. I further agree that all inquiries, correspondence, and purchase offers related to the purchase of the
business will be conducted exclusively through Metro, unless specifically authorized by Metro. I understand that
Metro’s success fee for the sale of the business will be paid by the Seller at closing. I agree not to circumvent
Metro. This Agreement is entered into in the State of Missouri and Missouri law will apply. In the event of
litigation between parties, the prevailing party shall recover, in addition to damages or equitable relief, the cost of
litigation including reasonable attorney’s fees. This provision shall survive closing. All changes to this Agreement
will be made in writing with both parties in agreement.
As a potential Buyer(s), I acknowledge that Metro is acting as the agent for the Seller. I understand that any
information provided to me by Metro (from the Seller) has not been verified by Metro for its accuracy and
completeness. Metro does not give tax, accounting or legal advice. I understand that I must rely on my own
investigation and due diligence of this business to determine if I ultimately wish to purchase this business.
Likewise, I acknowledge that the Seller also has the right to conduct due diligence regarding potential buyers. I
hereby agree to hold Metro harmless against any claims, demands, actions or damages against this transaction by
reason of the accuracy or completeness of the information provided me regarding this business and/or real estate.
I agree to return/destroy all correspondence and information concerning the Seller to Metro within 10 days if I
decide not to purchase this business.
By signing below and emailing to [email protected], I fully understand and agree to the foregoing
terms and conditions of this Agreement:
Broker Disclosure Form