
Marcus & Millichap Real Estate Investment Services (“Broker”) has been retained as the exclusive advisor and broker for the owner (“Seller”) of the property known as Rally House, located at 1628-36 Chestnut St, Unit 1, Philadelphia, PA 19103 (the “Property”).
To receive the Offering Material the Co-Broker must read, sign and return this completed Confidentiality Agreement to Broker or, if applicable, click “I Agree”.
1. No Representations by Seller or Broker. The Offering Memorandum has been prepared by Broker for use by a limited number of parties and does not purport to provide a necessarily accurate summary of the Property or any of the documents related thereto, nor does it purport to be all-inclusive or to contain all of the information which Co-Broker may need or desire. All projections have been developed by Broker and designated sources and are based upon assumptions relating to the general economy, competition, and other factors beyond the control of the Seller and, therefore, are subject to variation. No representation is made by Broker or the Seller as to the accuracy or completeness of the information contained herein, and nothing contained herein shall be relied on as a promise or representation as to the future performance of the Property. Although the information contained herein is believed to be correct, the Seller disclaim any responsibility for inaccuracies and expect prospective purchasers to exercise independent due diligence in verifying all such information. Further, Broker, and Seller disclaim any and all liability for representations and warranties, expressed and implied, contained in or omitted from the Offering Memorandum or any other written or oral communication transmitted or made available to the Co-Broker. The Offering Memorandum does not constitute a representation that there has been no change in the business or affairs of the property or the Seller or the Property since the date of preparation of the Offering Memorandum. Analysis and verification of the information contained in the Offering Memorandum are solely the responsibility of the Co-Broker. Additional information and an opportunity to inspect the property will be made available to interested and qualified prospective Buyers upon written request to Broker.
2. Indemnification. By accepting the Offering Memorandum, you agree to indemnify, defend, protect and hold Seller and Broker and any affiliate of Seller or Broker harmless from and against any and all claims, damages, demands, liabilities, losses, costs or expenses (including reasonable attorney’s fees, collectively “Claims”) arising, directly or indirectly from any actions or omissions of Co-Broker, its employees, officers, directors or agents.
3. Co-Broker Acting. By executing this Confidentiality Agreement and accepting the Offering Memorandum, you acknowledge that you are the Co-Broker named herein. Co-Broker shall indemnify and hold Seller and Broker harmless from and against any claims, causes of action or liabilities, including, without limitation, reasonable attorney’s fees and court costs which may be incurred with respect to any claims for other real estate commissions, broker’s fees or finder’s fees in relation to or in connection with the Property except as may be payable to Broker and the Co-Broker named herein. Furthermore, there is no other broker or finders fees due to any broker or agent acting on your behalf related to the Property, other than the Co-Broker named herein.
4. No Obligation. The Seller and Broker each expressly reserve the right, at their sole discretion, to reject any or all expressions of interest or offers regarding the Property and/or to terminate discussions with any entity at any time with or without notice. The Seller shall have no legal commitment or obligations to any entity reviewing the Offering Memorandum or making an offer to purchase the Property unless a written agreement for the purchase of the Property has been fully executed, delivered, and approved by the Seller and its legal counsel, and any conditions to the Seller’s obligation thereunder have been satisfied or waived.
5. Confidentiality. The Offering Memorandum and the contents, except such information, which is a matter of public record or is provided in sources available to the public, are of a confidential nature. By accepting the Offering Memorandum, Co-Broker agrees that Co-Broker and its officers, principals, employees. And and affiliated entities, will hold and treat it in the strictest confidence, that you will not photocopy or duplicate it, that you will not disclose the Offering Memorandum or any of the contents to any other entity (except to any attorney, accountants, or other consultants retained by you, if necessary, for your determination of whether or not to make an offer and from whom you have obtained a written agreement of confidentiality) without prior written authorization of the Seller or Broker, and that you will not use the Offering Memorandum or any of the contents in any fashion or manner detrimental to the interest of the Seller or Broker.
6. Non-disturbance of Property or Employees. All on-site inspections of the Property must be approved in advance by Broker. No employee at the subject property is to be contacted without the written approval of the listing agents or Seller and doing so would be a violation of this confidentiality agreement.
7. Assignment. Co-Broker may not assign this confidentiality agreement to any other person or entity without the prior written consent of Broker or Seller.
8. Survival. This confidentiality Agreement shall survive for a period of three (3) years after the date this document is executed by Co-Broker.
9. Governing Law. This Confidentiality Agreement shall be governed by, and construed in accordance with the laws of the Commonwealth of Pennsylvania.
10. The parties acknowledge that the Co-Broker is a real estate broker evaluating the Confidential Information for its clients, and not for its own account. Therefore, Co-Broker may disclose the Confidential Information to clients not in violation of this Confidentiality Agreement, provided that (1) such clients first sign the form Confidentiality Agreement provided to Co-Broker and (2) an executed copy of the form Confidentiality Agreement is returned to Broker.
Broker will pay a one percent (1%) of purchase price commission, at closing, should the below Buyer close on the Property, and said fee will be paid to Co-Broker named herein.