NON-DISCLOSURE & CONFIDENTIALITY AGREEMENT
MultiUnitX.com – Property Information Access
This Non-Disclosure and Confidentiality Agreement (“Agreement”) is entered into by and between MultiUnitX, operating as MultiUnit Exchange Group and affiliated with Real Brokerage (collectively, “Disclosing Parties”), and the individual or entity accessing protected information through www.multiunitx.com (“Recipient”).
1. Purpose
Recipient desires to access certain confidential, proprietary, and non-public information relating to real estate investment opportunities, primarily multifamily and income-producing properties, for the sole purpose of evaluating a potential acquisition or investment (the “Permitted Purpose”).
2. Confidential Information
“Confidential Information” includes, without limitation:
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Property addresses (full or partial)
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Ownership identity or ownership-related information
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Rent rolls, T-12s, operating statements, pro formas
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Offering memoranda, underwriting, pricing guidance
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Photos, videos, floor plans, surveys, inspection materials
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Lease terms, tenant data, utility or meter information
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Broker opinions, deal structures, and communications
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Any information reasonably understood to be confidential
Confidential Information may be disclosed electronically, orally, visually, or in writing.
3. Recipient Obligations
Recipient agrees to:
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Maintain all Confidential Information in strict confidence
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Not disclose, distribute, publish, forward, or share Confidential Information with any third party without prior written consent
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Use Confidential Information solely for the Permitted Purpose
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Restrict access to bona fide advisors (attorneys, lenders, accountants) who are bound by confidentiality obligations at least as protective as this Agreement
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Not reproduce, archive, or store Confidential Information beyond what is reasonably necessary for evaluation
4. Non-Circumvention
Recipient agrees not to directly or indirectly:
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Contact, solicit, negotiate with, or attempt to transact with property ownership, tenants, or related parties
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Circumvent MultiUnitX or Brokerage in any manner
All communications and negotiations shall be conducted exclusively through MultiUnitX / Brokerage, unless expressly authorized in writing.
5. No Representation or Warranty
All Confidential Information is provided “AS IS” for evaluation purposes only.
Disclosing Parties make no representation or warranty, express or implied, as to accuracy or completeness. Recipient acknowledges responsibility for independent due diligence.
6. No Obligation
Nothing in this Agreement obligates any party to proceed with a transaction. Properties may be modified, withdrawn, or sold at any time without notice.
7. Term
This Agreement shall remain in effect for two (2) years from the date of acceptance, or until Confidential Information becomes publicly available through no fault of Recipient.
Sections concerning confidentiality, non-circumvention, remedies, and liquidated damages shall survive expiration.
8. Remedies
Recipient acknowledges that unauthorized disclosure, misuse of Confidential Information, or circumvention may cause irreparable harm for which monetary damages alone may be insufficient.
Accordingly, Disclosing Parties shall be entitled to:
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Immediate injunctive relief, without the requirement of posting bond
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Liquidated damages pursuant to Section 8A
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Recovery of actual damages, lost commissions, and transaction-related losses
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Attorney’s fees, court costs, and enforcement expenses
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Any other remedies available at law or in equity
8A. Liquidated Damages
Recipient acknowledges that damages resulting from unauthorized disclosure or circumvention are difficult to ascertain due to lost opportunities, competitive harm, brokerage commission loss, and reputational damage.
Therefore, Recipient agrees that, in the event of a breach, Recipient shall be liable for liquidated damages equal to the greater of:
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Fifty Thousand Dollars ($50,000) per occurrence, or
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Three percent (3%) of the total purchase price or transaction value of the affected property, whether consummated directly or indirectly,
which the parties agree represents a reasonable pre-estimate of damages and not a penalty.
Liquidated damages are cumulative and shall not limit Disclosing Parties’ right to pursue injunctive relief, actual damages, commissions, or attorney’s fees.
9. Governing Law & Venue
This Agreement shall be governed by and construed in accordance with the laws of the State of Texas, with exclusive venue in the appropriate state or federal courts located in Texas.
10. Electronic Acceptance
By clicking “I Agree,” checking an acceptance box, submitting a request, or accessing protected content on MultiUnitX.com, Recipient acknowledges and agrees that this constitutes a legally binding electronic signature under applicable law.
Acknowledgment
Recipient certifies that they have read, understood, and agree to be bound by this Agreement.
