Business owners are asked to reveal much information that is confidential and sensitive when going
through the process of selling their companies. In order to protect this information, we require that
all potential purchasers complete a non-disclosure agreement. Please read and complete the following
online NDA and electronically sign it by clicking "ACCEPT." Once this document is submitted, we will be
able to provide you with detailed information about any businesses we represent that you have an
interest in reviewing. Thank you for your understanding.
CONFIDENTIALITY AND NON-CIRCUMVENTION AGREEMENT
This CONFIDENTIALITY & NON-CIRCUMVENTION AGREEMENT (hereafter "Agreement") is entered into between
HBG Advisors, Inc. d/b/a HBG (hereafter "HBG") and the prospective purchaser (hereafter "Purchaser") of
a business offered for sale through HBG. "Seller" shall refer to any business being offered for sale by
or through HBG, as well as the owners of such business. Based upon good and valuable consideration,
including, but not limited to, the provision of confidential and proprietary information, HBG and
Purchaser agree as follows:
- HBG represents Seller exclusively and is paid a fee upon certain events, including, but not
limited to, a sale.
- Purchaser will not contact Seller or any entity or person having a business relationship with
Seller, including, but not limited to, owners, landlords, employees, suppliers and clients,
except through HBG.
- All inquiries, offers to purchase and negotiations relating to the business will be conducted
exclusively through HBG.
- Purchaser will not circumvent or interfere in any way with HBG's contractual relationship with
- Any and all information provided to Purchaser regarding a Seller is to be considered
confidential and proprietary. The disclosure of any such confidential and proprietary
information will result in damage to Seller.
- Purchaser shall keep in strict confidence any information provided to Purchaser regarding Seller
and its business. Purchaser shall not disclose any such information to any other person, except
professional business advisors (e.g. accountants, attorneys) who have been engaged to evaluate
the business for the limited purpose of advising Purchaser. Purchaser shall use his/her best
efforts to prevent inadvertent disclosure of any information provided. Purchaser shall advise
any professional business advisors of this non-disclosure provision, and Purchaser shall be
legally responsible for the failure of any such advisors to maintain the confidentiality of any
Inconsideration for the Purchaser receiving highly confidential and sensitive information the
Purchaser agrees that for a period of twenty four (24) months following this agreement that
Purchaser will not engage in similar business with Seller’s current customers. The only
exception to this is for existing relationship that Purchaser currently has with Seller’s
- Seller provides all information regarding any business offered for sale, and such information is
not verified in any way by HBG. HBG makes no representation, promise or warranty, express or
implied, as to the accuracy or completeness of any such information. Purchaser shall be
responsible for making an independent verification of such information prior to entering into an
agreement to purchase any business. HBG shall NOT be responsible for the failure to disclose
material information related to the purchase of any business. Purchaser indemnifies and holds
HBG and its agents harmless for any claims or damages which may occur by reason of the
inaccuracy or incompleteness of any information provided to Purchaser with respect to any
business Purchaser may purchase.
- BUYING A BUSINESS INVOLVES RISK. PURCHASER ACCEPTS SOLE RESPONSIBILITY FOR THE DECISION TO BUY A
BUSINESS AND AGREES TO RELY SOLELY ON PURCHASER'S OWN INDEPENDENT INVESTIGATION OF THE BUSINESS
BEING PURCHASED. HBG HAS ADVISED PURCHASER TO SEEK INDEPENDENT LEGAL, TAX, ACCOUNTING, AND OTHER
PROFESSIONAL ADVICE PRIOR TO MAKING A PURCHASE DECISION.
- Financial institutions or others may pay a referral fee to HBG for referring potential
- In the event of any judgment, award or arbitration decision against HBG, the maximum liability
of HBG shall be limited to the amount of commission actually received.
- This Agreement shall be governed by the laws of the State of Texas, and Purchaser agrees that
any action to enforce this Agreement may be brought in the appropriate courts located in Dallas
- If Purchaser is a business entity, the person completing the information and clicking the
"ACCEPT" button acknowledges that they have full authority to enter into this Agreement, and
agrees to be personally bound by the terms and conditions stated herein, including, but not
limited to, personal liability for breach of this Agreement.