Non-Disclosure & Confidentiality Agreement

Liberty Business Brokers of Ontario

Agency Disclosure:  

The undersigned prospective purchaser(s) (“Buyer”) hereby acknowledges that, at this time, Liberty Business Brokers of Ontario (“the Brokerage”) is not an agent for the Buyer but is an agent for the Seller and has a contract providing for a fee to be paid to the Brokerage by the Seller upon sale, trade, lease or transfer of the Seller’s Business, Real Estate, and/or other property. All negotiations on behalf of the Seller are to be handled through the Brokerage. All offers, letters of intent or similar must be presented through or in the presence of the Brokerage.


The Buyer may request or see confidential information, currently and from this time forward, on businesses represented by the Brokerage for the sole purpose of considering a purchase of such businesses.  Buyer hereby acknowledges that Liberty Business Brokers of Ontario first provided such information to the Buyer.  In consideration of the Brokerage having provided such information, the Buyer herby agrees:

  • Not to use such information for any other purpose nor divulge such information to others, except to those advisors who need to know such information for the said purpose and the Buyer warrants that such advisors are obligated to and will maintain such information in confidence and such obligations shall survive the termination of the Buyer’s interest in the business opportunity; and
  • Not disclose any information concerning the Seller or the Business or its products, services, manufacturing techniques, formulas, databases, contracts, leases, business plans, business summaries, financial information, banking information, tax information, marketing plans, customer list and vendor information, provided to you, whether before or after the date of this agreement and whether by the seller or on behalf of the Seller by the Brokerage or Seller’s advisors; and
  • Not disclose, including, and without limitation, the fact the Buyer has received information and the Seller is considering a possible transaction, that discussions or negotiations are taking place or any of the terms, conditions, or other facts with respect thereto and all notes, analysis, compilations, studies or other documents; and
  • Not solicit the employ of any current employee, without obtaining the prior written consent of the Seller.
  • Not contact the Seller, its accountant, lawyer or other advisors without prior written consent of the Brokerage and the Seller; and
  • Not to circumvent or interfere with the Brokerages contract with the Seller in any way. The Brokerage is to be paid for their services by the Seller; however, if the Buyer interferes with the Brokerage contractual right to be paid its fee from the Seller then the Buyer shall be held liable to the Brokerage for payment of said fees.
  • To conduct all further inquiries into the business opportunities presented exclusively through the offices of Liberty Business Brokers of Ontario.

The Buyer shall have the right to share all of the information with Buyer’s representatives which include lawyers, accountants, banks, financial advisors, consultants and agents (collectively, “Buyer’s Advisors”)

Counsel Disclosure:  

Buyers are advised to seek counsel from a lawyer, accountant and any other advisors necessary to make an informed decision regarding the purchase of any business bought or sold through Liberty Business Brokers of Ontario. Buyer acknowledges and agrees that any information provided by the Brokerage to them shall not be construed as legal, tax, zoning, environmental, accounting, appraisal or valuation advice. Prior to finalizing an offer or agreement to purchase a business, it is the responsibility of the Buyer to make an independent investigation of the state of the Business and verification of the information shared with their professional advisors.

Information Disclosure:  

The Buyer certifies they have no affiliation or in any way work or have ever worked for The Canada Revenue Agency (CRA) or any Provincial Ministry of Revenue of any kind whatsoever. The Buyer acknowledges that all information and material on each business opportunity provided by the Brokerage has been provided to the Brokerage by the Seller of the business for confidential use by the Buyer for the sole purposes of evaluating a business opportunity as a potential Buyer.  Any information disclosed, which constitutes a trade secret shall be entitled to all the protections and benefits under applicable trade secret laws. It is understood that money damages may not be a sufficient remedy for any breach of the Buyer’s obligation regarding confidentiality and it is hereby agreed that Liberty Business Brokers of Ontario and the owners of the businesses will be entitled to specific performance and injunctive relief in addition to all other remedies available at law or equity as further remedies for any such breach.  The Seller believes that information to be true and accurate; however, accuracy is not guaranteed and all information should not be considered complete.  While statements may be presented concerning a matter of opinion, whether or not so identified, these are only statements of opinion.  Liberty Business Brokers of Ontario makes no representations or warranties, express or implied, regarding the information provided to Buyer.

Risk Disclosure:  

Business opportunities by their very nature carry risk including obsolescence or reduced demand for service or product, regulatory laws, ineffective management, changes in the local or national economic condition, and many others.  Due to the risks inherent in business opportunities, a Buyer could incur a loss, including but not limited to their entire investment.  Buyer acknowledges that they understand these risks and that Liberty Business Brokers of Ontario cannot and does not in any way warrant or guarantee the future vitality or prospects of any business.

Buyer agrees to provide Liberty Business Brokers of Ontario with a current financial statement upon request.

I/we currently have available $ that could be used as a cash down payment on a business or property purchase.

The respective obligations of the parties under this Agreement shall survive for a period of three (3) years following the date hereof.

By signing below the prospective Buyer(s) acknowledges reading and understanding the disclosures stated above.  Receipt of a copy and acceptance of the terms of this acknowledgement and agreement is herby acknowledged and confirmed.

Prospective Buyer:  

Date:June 14, 2024

Business(es) Listing ID:  

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Signature Certificate
Document name: Non-Disclosure & Confidentiality Agreement
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March 26, 2021 5:16 pm EDTNon-Disclosure & Confidentiality Agreement Uploaded by Bill Sivell - IP