Non-Disclosure Agreement

This Non-Disclosure Agreement (NDA) is entered into between Archstone Business Brokers ("Broker") and the undersigned potential buyer ("Buyer") in connection with the consideration of potential business acquisition opportunities presented by Broker.

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1. Confidentiality Obligation

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In consideration of receiving information about businesses represented by Broker, Buyer agrees that all information provided—including but not limited to financials, operations, personnel, and any knowledge that a business is for sale—is strictly confidential. Buyer will use this information solely for the purpose of evaluating a potential acquisition and will not disclose that the business is for sale or share any confidential details for two (2) years from the date of receipt, unless otherwise agreed in writing.

Buyer may share information only with its attorney, accountant, financial institutions, immediate family, or employees directly involved in evaluating the acquisition. Buyer will ensure that these individuals also maintain strict confidentiality.

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2. Definition of Confidential Information

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Confidential Information includes, but is not limited to:

• Non-public financial records, operational details, and business strategies

• Proprietary technology, software, intellectual property, and trade secrets

• Customer lists, supplier relationships, and marketing strategies

• Any other proprietary or sensitive information disclosed in writing, orally, or through other means

Buyer agrees not to use this information for any purpose other than evaluating a potential acquisition.

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3. Exclusions from Confidentiality

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Confidentiality obligations do not apply to information that:
a) Becomes publicly available through no fault of the Buyer
b) Is required to be disclosed by law, court order, or governmental authority

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4. Broker’s Role and Non-Interference

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Buyer acknowledges that Broker has an exclusive listing agreement with the seller, entitling Broker to a commission. Buyer will not interfere with Broker’s right to compensation, will not contact sellers or their employees directly, and will keep Broker informed of all material discussions related to a potential transaction.

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Broker makes no representations or warranties regarding the accuracy or completeness of the business information. Any warranties or representations are strictly between Buyer and Seller.

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5. Return or Destruction of Information

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If Buyer does not proceed with an acquisition, Buyer agrees to delete or destroy all copies of confidential information received.

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