SEALED BID AUCTION: Seven Hills Auctions is pleased to present to you a unique opportunity to purchase a 130-door Georgia rental portfolio via sealed bid. This group of assets has been assembled over the past 12 years and is now being offered in its entirety. The door mix includes 102 single family, 8 duplex and 20 multi-family doors. Properties are located in Bibb, Colquitt, Crisp, Dougherty, Lee, Mitchell, Terrell and Worth Counties. This stabilized portfolio is 100% occupied, with tenants averaging 1,107 days in unit, 429 average days left on lease and a waiting list of prospects. Don’t miss this truly unique opportunity to acquire a turnkey rental portfolio!

BY CLICKING TO ACCEPT THESE TERMS YOU ARE HEREBY AGREEING TO THE CONDITIONS SET FORTH IN THIS CONFIDENTIALTITY AND NON-DISCLOSURE AGREEMENT. 

CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT

This Confidentiality and Non-Disclosure Agreement (this “Agreement”) is entered into by electronic acceptance by and between The Seller, Seven Hills Auctions and Keller Williams Realty Georgia Communities (the “Disclosing Party”) and the Viewer, Bidder, Prospective Bidder (the “Receiving Party”).  The Disclosing Party is prepared to furnish certain information which is confidential, proprietary or otherwise not generally available to the public to the Receiving Party in connection with the Sealed Bid Auction of a 130 door rental portfolio in Georgia (the “Sealed Bid Auction”.

As a condition to furnishing the Confidential Information, the Disclosing Party and the Receiving Party hereby agree as follows:

Confidential Information.  “Confidential Information” means any and all information disclosed by Disclosing Party to Receiving Party, in connection with the Sealed Bid Auction, whether furnished before or after the date hereof, whether disclosed in writing, orally, electronically or otherwise or gathered by inspection, and regardless of whether specifically identified as “confidential”. Confidential Information includes all information contained in bid package, electronic data room files, financial data, files submitted to the Receiving party directly or the identity of the Disclosing Party.

Use; Non-Disclosure.  The Receiving Party agrees not to use any of the Confidential Information other than in connection with the purpose described above.  The Receiving Party shall keep the Confidential Information confidential; provided, however, that any of such Confidential Information may be disclosed to the directors, officers, employees, partners, professional advisers, representatives or affiliates of the Receiving Party who need to know such information (such persons having such need to know are referred to, collectively, as the “Affiliates”) it being understood that the Receiving Party shall inform such Affiliates of the confidential nature of such Confidential Information and the Receiving Party shall cause such Affiliates to treat such Confidential Information confidentially in accordance with this Agreement. The Disclosing Party shall require any Affiliate to enter into a similar Agreement prior to disclosure of Confidential Information.  The Receiving Party shall protect the confidentiality of, and take all necessary steps to prevent disclosure of, the Confidential Information to prevent it from falling into the public domain or the possession of unauthorized persons and to advise immediately the Disclosing Party in writing of any misappropriation or misuse by any person of such Confidential Information of which it may become aware.  The Receiving Party agrees not to copy, alter, modify, disassemble, reverse engineer or decompile any item of the Confidential Information unless permitted in writing by the Disclosing Party.

Required Disclosure of Confidential Information.  The Receiving Party may disclose Confidential Information if and to the extent that such disclosure is required by applicable law, provided that the Receiving Party notify the Disclosing Party of the obligation to make such disclosure sufficiently in advance of the disclosure that the Disclosing Party will have a reasonable opportunity to object and the Receiving Party uses reasonable efforts to limit the disclosure by means of a protective order, filing under seal or a request for confidential treatment and provides the Disclosing Party a reasonable opportunity to review the disclosure before it is made and to interpose its own objection to any such disclosure.

Third Party.  The Receiving Party will be responsible for any breach of this Agreement by their Affiliates (including Affiliates who, subsequent to the first date of disclosure of Confidential Information hereunder, become former Affiliates).  The Receiving Party agrees, at its sole expense, to take all reasonable measures, including, but not limited to, court proceedings, to restrain its Affiliates and former Affiliates from unauthorized disclosure or use of the Confidential Information.

Standard of Care.  The standard of care to be utilized by the Receiving Party in the performance of its warrants, covenants and obligations under this Agreement relative to its treatment of the Confidential Information shall be the standard of care utilized by the Receiving Party in treating its own most proprietary, secret and confidential information, which in no event shall be less than a reasonable standard of care.

Injunctive Relief.  The Receiving Party understands and agrees that, because of the unique nature of the Confidential Information, the Disclosing Party will suffer immediate, irreparable harm in the event that the Receiving Party fails to comply with any of the material obligations under this Agreement, that monetary damages will be inadequate to compensate the Disclosing Party for such breach and that the Disclosing Party shall have the right to enforce the provisions of this Agreement by injunctive or other equitable remedies.  No failure or delay by the Disclosing Party in exercising any right, power or privilege hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any right, power or privilege hereunder.

Retention of Legal Rights.  The Disclosing Party shall retain all rights and remedies with respect to the Confidential Information afforded to it under the laws of the United States and the states both during and after the term of this Agreement, including, without limitation, any trade secret or other laws designed to protect proprietary or confidential information.

No Creation of Ownership Rights.  Nothing in this Agreement, nor any action taken by the Receiving Party, shall be construed to convey to the Receiving Party any right, title or interest in the Confidential Information, or any license to use, sell, exploit, copy or further develop in any way any Confidential Information.

Term.  This Agreement shall become effective as of the date electronically agreed upon by the Receiving Party and continue until terminated by the Party upon written notice from one party to the other hereunder.  The provisions of this Agreement shall apply to all Confidential Information disclosed under this Agreement prior to termination and shall survive for a period of three (3) years from the date of this Agreement.

General.  Any dispute under or in connection with this Agreement shall be resolved in the state or federal courts in Georgia.  This Agreement sets forth the entire understanding and agreement of the parties hereto with respect to the subject matter hereof and supersedes all other oral or written representations and understandings.  This Agreement may be amended or modified only in writing signed by the parties hereto and shall be binding upon the successors and assigns of both parties. 

BY CLICKING TO ACCEPT THESE TERM YOU ARE HEREBY AGREEING TO THE CONDITIONS SET FORTH IN THIS CONFIDENTIALTITY AND NON-DISCLOSURE AGREEMENT.