PLEASE READ CAREFULLLY THE FOLLOWING TERMS AND CONDITIONS (THE "TERMS").  BY SUBMITTING YOUR NAME, PHONE NUMBER AND EMAIL ADDRESS AND CLICKING THE "I AGREE BUTTON”  BELOW, YOU HEREBY AGREE TO THE TERMS OF THIS CONFIDENTIALITY AGREEMENT (THE "AGREEMENT") AS OF THE DATE YOU CLICK THE "I AGREE BUTTON” OR ON THE DATE YOU FIRST USE THIS WEBSITE OR ANY INFORMATION OBTAINED FROM THE COMPANY, WHICHEVER COMES FIRST. THIS AGREEMENT SHALL BE BINDING ON YOU AND ANY RELATED PARTY.  IF YOU DO NOT AGREE TO ALL OF THESE TERMS, THEN YOU SHOULD NOT CLICK ON THE “I AGREE BUTTON" AND YOU WILL NOT BE ABLE TO ACCESS OR USE THE WEBSITE OR INFORMATION.

This Confidentiality and Nondisclosure Agreement is made by and between Fairmont Capital, LLC (the “Company”), and the undersigned party or parties reviewing or receiving the Confidential Information (the “Recipient”).

The Company will furnish the Recipient with certain Confidential Information (defined below); the Recipient shall hold all Confidential Information strictly confidential pursuant to the terms of this Agreement.

In consideration of the mutual promises contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:

1.     The Recipient agrees to hold the Confidential Information in trust and strict confidence and agrees that it shall not be used for any purpose other than for the purpose of evaluating an investment opportunity the interests in which are offered by the Company pursuant to a confidential offering memorandum.  The Recipient shall not disclose any Confidential Information to any third party other than to Representatives (defined below) or as permitted by the terms of this Agreement without the prior express written consent of the Company.

2.     The term “Confidential Information” as used herein shall include any and all information provided by the Company (including its affiliates, successors, assigns, employees, agents, consultants or advisors employed or engaged by the Recipient, collectively referred to herein as the “Representatives”) to the Recipient, the name of the Business or Real Estate, the location, the ownership, the fact that it is for sale, and any other related information including any such information obtained prior to the date of this Agreement. The Recipient will ensure that each Representative to whom disclosure of any Confidential Information is made is aware of and complies with the terms of this Agreement.

3.     The Company is not responsible for the verification or accuracy of any Information. Parties entering into a contract for the purchase or lease of business assets or real property agree to rely on their own independent due diligence to determine the accuracy of any and all information. It is expressly agreed that Recipient shall indemnify and hold harmless the Company and its Agents from all claims and damages for all decisions to enter into a contract based on the accuracy, completeness, or lack thereof, of any and all information.

4.     Upon a lack of continuing interest, or upon a request from the Company, the Recipient promises to return within ten (10) days to the Company all information and material supplied in connection with the property and to not retain any copies in whole or part.

5.     No contact will be made with any employee, supplier, contractor, customer, or owner of the respective Business or Real Estate, without the express consent of the Company.

If the Recipient wishes to obtain more information concerning the subject property or meet with the Seller/Owner, the request will be made in writing through the Company at the address hereunder.

6.     The obligations hereunder are continuing and shall not terminate.

7.     The Recipient hereby acknowledges the importance and value of the Company’s Confidential Information. Due to the recognized importance and value of the Confidential Information and the recognition that any breach of the provisions of this Agreement would irreparably harm the Company, upon the Recipient’s or any Representative’s breach of any provision of this Agreement, the Recipient shall be subject to an immediate injunction against further violation of this Agreement. The recipient shall indemnify the Company with respect to any and all losses, damages, claims, costs, expenses (including, without limitation, reasonable attorney’s fees) suffered or incurred by the Company as a result of any violation of this Agreement, whether by the Recipient or any Representatives.

Notwithstanding the place where this Agreement may be executed by the parties hereto, the parties expressly agree that all terms and provisions hereof shall be governed by and construed in accordance with the internal laws of the State of New York applicable to contracts made and wholly performed, and to transactions wholly consummated.

8.     If any tribunal of any kind finds that any portion of this agreement should not be enforced or is inappropriate, then the remaining portion and provisions of the agreement shall survive, and be severable, in accordance with, and to the extent proper, under applicable law.

The individual providing the data below and submitting this
CONFIDENTIALITY & NON-DISCLOSURE AGREEMENT
 states, without reservation, that it has been read and understood, and agrees to comply with its terms and conditions

RECIPIENT HAS READ THE TERMS AND CONDITIONS SET FORTH ABOVE. RECIPIENT AGREES TO BE EXCLUSIVELY BOUND BY ITS TERMS. DIGITALLY SIGN BELOW BY CLICKING THE“I AGREE BUTTON” AND INPUT NAME , PHONE NUMBER AND EMAIL ADDRESS. THE COMPANY MAY RELY UPON THE DIGITAL SIGNING OF THIS AGREEMENT AS CONFIRMATION OF RECIPIENT’S ACCEPTANCE OF, AND AGREEMENT TO BE BOUND BY, THE TERMS OF THIS AGREEMENT.