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CONFIDENTIALITY AGREEMENT

The prospective buyer and any of his/her representatives or family members (the “Buyer”) acknowledges that the name of the seller(s) (the “Seller”, the “Owner”) and certain confidential information, records, financial records, studies, and trade secrets and/or trade practices of the Seller and the Business(es) (the “Business”) represented by Morgenhektaar/Morgenhectares and their representatives (the “Broker”), will be revealed to the Buyer. The Buyer also understands and acknowledges that the Broker has an agreement with the Seller and has been retained by the Seller(s) to find a buyer for the Business(es) and/or Property and that a commission is earned for introducing the Buyer/s to the Seller.

Disclosures pertaining to all Businesses represented by the Broker will be given in COMPLETE CONFIDENCE and used for the sole purpose of assessing the possible purchase of ANY Business shown or listed through the Broker.

The Buyer agrees not to disclose any of the information given to me about any Business listed or shown by the Broker, neither directly nor indirectly, to any third party, except support people (Attorney, Accountant, Financial Advisor, etc.) who can help them in assessing and evaluating the purchase of the Business. They also agree that they will not use, or assist others to use, any such information for competitive trade purposes, or to circumvent the Broker in any transaction or contact with the Owner of the Business.

Material and information about the Business is provided by the Owner and is believed to be accurate for the purpose of evaluating the possible purchase of the Business. The Broker does not guarantee the accuracy of any information disclosed or secured from the Seller and in no way will the Broker or its representatives warrant any assumptions as true and correct. The Buyer further understands that it is their responsibility to verify material and information during a due diligence process prior to the closing of the sale of the Business. In the event the Buyer decides not to purchase the business, they understand it is their sole responsibility to return all documentation, financial or otherwise that was provided to them and used to assess the Business to the Broker within 72 hours of that decision.

The Buyer agrees NOT TO CONTACT the Owner of the Business directly or indirectly through a third party and understands that all negotiations, inquiries, investigations, purchase offers and/or letters of intent MUST BE MADE THROUGH THE BROKER.

It is understood that this Agreement applies to any and all information supplied by the Broker both verbally and/or in writing. The Buyer further understands that neither the Seller, the Business, its officers, directors, nor the Broker shall have any liability as a result of furnishing the Buyer the material included in and with this Confidentiality Agreement.

The Buyer fully understands that any breach of this Confidentiality Agreement will be harmful to the Broker and the Seller of the Business and the Business itself. They also agree that should they buy, lease, or come into possession or partial possession of the Business within 36 months from the Buyers acceptance of this agreement (both in writing or electronically), they will protect the Broker's right to commission under the Brokers Listing Agreement with the Seller. They understand that if they interfere in any way with the Brokers contractual right to commission from the Seller by circumventing the Broker to directly or indirectly purchase the business of which the Broker was the procuring cause, they will be personally liable for payment of that fee. It is agreed, however, that if they make the purchase of the Business through the Broker, they am not liable for a fee. If they breach this agreement or a ratified contract for the purchase of a business for which the Broker was the procuring cause, then they hereby agree to pay the Broker the full commission amount due to the Broker under the Listing Agreement between the Broker and the Seller of the Business. The Broker will hereby keep all information the buyer provides confidential and will not sell or distribute any buyer information to any third parties.

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