Confidentially Agreement

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This Confidentiality Agreement ('Agreement') confirms the mutual understanding that NUK Hotel Brokers, Inc. (“NUK”), as Agent, will provide ________________________________________________ ('Buyer') with certain evaluation materials, as well as verbal information ('Confidential Information'); (including all copies or other renditions thereof) in connection with the possible purchase of the ___________________________________________ ('Property'). This Confidential Information is made available to Buyer solely for the purposes of evaluating the possible purchase or lease of the Property.

1. Confidential Information shall include, but not be limited to, any discussions with NUK's, the Seller’s agents or employees, and any information related to the Property. Use of this information for any purpose other than to determine Buyer’s possible acquisition of Property is expressly prohibited. Buyer agrees not to disclose this information to any person other than those who are directly involved in evaluating the purchase of the Property or as required by law or legal process. No external verbal or written communication of Confidential Information shall be permitted without the express written consent of NUK.

2. Buyer acknowledges that the Confidential Information may contain data regarding NUK, which is material to the future business activities of NUK. Buyer agrees that the Confidential Information will not be disclosed or used to perform any act detrimental to NUK. Promptly upon request by NUK, Buyer agrees to return all written Confidential Information.

3. Buyer shall not photocopy or make copies in any other manner of the Confidential Information.

4. Buyer shall not at any time, directly or indirectly, use, disclose, deliver, or communicate to any other person or entity, any discussions with NUK or Confidential Information concerning the Property. Any inquires or correspondence in connection with the Property shall be communicated to NUK.

5. Buyer hereby acknowledges that it is acting as a principal and has not dealt with, nor will deal with, any party other than NUK, as Agent, in Buyer’s potential acquisition of the Property. Buyer further agrees to, and hereby does indemnify and save harmless Seller and NUK against and from any loss, liability or expense, including reasonable attorney’s fees, arising out of any claim or claims by any other party for commissions or other compensation for bringing the Property to the attention of the Buyer and any transaction contemplated hereby.

6. Buyer understands that this Confidentiality Agreement is being entered into as a condition to the release of the Confidential Information by NUK and that the information contained therein is secured from sources deemed reasonably reliable, but is not guaranteed or warranted. Buyer agrees that neither Agent nor Seller shall have any liability for any reason to Buyer or its representative or related parties resulting from the use of Confidential Information.

7. Buyer agrees that should it buy, lease or come into possession of the Property during the listing term or within one year from the date below, it will protect NUK rights to any and all fees under NUK’s agreement with the Seller.

8. This Agreement expresses the entire agreement and understanding of the parties. This Agreement shall not be modified or changed in any manner except in writing and signed by both parties. In any action to enforce the rights of the parties hereto, the prevailing party shall, in addition to the actual settlement, be entitled to reasonable attorney's fees.

Return To; Urmish R. Patel NUK Hotel Brokers, Inc: (205)982-2579(fax)