In this agreement, “I/Me/My” means the person completing this form together with the person or entity interested in purchasing a Property/Business to whom Information is provided under this agreement, jointly and severally.
In consideration of Resort Brokers Limited (“Resort Brokers”) making available to Me confidential financial and other information in respect of one or more Property or Business that Resort Brokers has been appointed as agent to sell (“the Information") I undertake to:
- (a) use the Information solely for the purpose of My prospective purchase of the Property/Business to which the Information relates;
- (b) retain the Information in confidence and not disclose the Information to anyone other than a person who, by the nature of their profession or calling, is obliged to retain information I give them in confidence (including legal and accounting advisers or any bank in conjunction with an application for finance). Such disclosure must only be for a purpose directly related to My prospective purchase of the Property/Business to which the Information relates. I will bring the terms of this agreement to the attention of any person who I wish to disclose Information to under this clause and ensure that they agree to be bound by such terms before disclosing Information to them.
- (c) immediately deliver up, destroy and/or permanently delete all documents and Information (whether in physical or electronic form) received under this agreement at any time upon demand by Resort Brokers or the Vendor.
- (d) if no demand is made under (c) above, deliver up, destroy and/or permanently delete all documents and Information (whether in physical or electronic form) received from Resort Brokers if I do not purchase the Property/Business to which the Information relates. The documents and Information must be delivered up, destroyed and/or deleted when I decide not to purchase the Property/Business to which the Information relates or when that Property/Business is sold to a third party or withdrawn from the market, whichever occurs first.
- (e) promptly and fully indemnify Resort Brokers and the Vendor of the Property/Business to which the Information relates (“Vendor”) against any and all damages, costs, losses, or expenses (including legal costs on a solicitor/client basis) that they suffer or incur as a result of or connected with My breach of any of the above undertakings.
The above undertakings are for the benefit of both Resort Brokers and the Vendor of the Property/Business to which the Information relates. Although the Vendor is not a party to this agreement, they are entitled to enforce the above undertakings against Me pursuant to the Contracts (Privity) Act 1982.
I acknowledge that the Information provided to Me under this agreement is the exclusive property of the Vendor. I receive the Information under a revocable non-exclusive licence and have no proprietary or ownership interest whatsoever in the Information.
I acknowledge Resort Brokers’ position as the Vendor’s agent in respect of the sale of the Property/Business to which the Information relates. I will transact all negotiations to purchase the Property/Business solely through Resort Brokers. I will not directly communicate with the Vendor (or its employees, customers or suppliers) without prior arrangement with Resort Brokers.
Disclaimer - I acknowledge that:
- (a) The Information supplied to Me under this agreement and any other information that Resort Brokers may supply Me in respect of the Property/Business has been provided by the Vendors and/or based on information given to Resort Brokers by the Vendors.
- (b) Such information has been accepted by Resort Brokers in good faith and with no audit as to its accuracy or completeness undertaken.
- (c) Resort Brokers gives no warranty or representation whatsoever in respect of the accuracy or completeness of such information.
- (d) Because of the matters set out in (a) to (c) above, Resort Brokers, its franchisees, licensors and suppliers (including their respective directors, affiliates or employees) shall not be liable in contract, tort or otherwise, for any loss or damage sustained by Me (or any other person or body corporate that I disclose such information to) arising from or in connection with the supply or use of the whole or any part of such information through any cause whatsoever.
- (e) It is therefore My responsibility to make My own enquiries and seek independent advice to verify the accuracy or otherwise of such information.
This agreement is to be interpreted in accordance with the law of New Zealand. The Courts of New Zealand will have exclusive jurisdiction to hear and determine all disputes arising out of this agreement and/or the provision of information thereunder.