Winnwood Apartments

1460 West Peachtree St, Atlanta, GA 30309

City Realty Advisors, LLC
1170 Peachtree Street NE, Suite 2000 / Atlanta, Georgia 30309
Tim Holdroyd (404) 606-0322
PRINCIPAL CONFIDENTIALITY AGREEMENT

Winnwood Apartments – January 2019 – Atlanta, Georgia

The undersigned has been advised that City Realty Advisors, LLC has been retained on an exclusive basis by Midtown Units, LLC (“Owner”) with respect to the solicitation of offers for the purchase of Winnwood Apartments, located at 1460 West Peachtree St NW Atlanta, GA 30309 (the “Property”). The Owner has indicated that all inquiries and communications with respect to the contemplated sale of such Property be directed to City Realty Advisors, LLC. All fees due City Realty Advisors, LLC in connection with the sale of the Property shall be paid by the Owner. The undersigned hereby acknowledges that it is a principal or an investment advisor in connection with the possible acquisition of the Property and agrees that it will not look to the Owner or City Realty Advisors, LLC for any fees or commissions in connection with the sale of the Property.

The undersigned also hereby acknowledges that it has not dealt with any broker, other than City Realty Advisors, LLC, regarding the acquisition of the Property, or if it has, the undersigned hereby agrees to indemnify the Owner and City Realty Advisors, LLC against any compensation, liability or expense, arising from claims by any other broker or other party the undersigned had dealings with (excluding City Realty Advisors, LLC) in connection with the sale of the Property.

City Realty Advisors, LLC has available for review certain information (“Confidential Information”) concerning the Property. On behalf of the Owner, City Realty Advisors, LLC may make such Confidential Information available to the undersigned upon execution of this Confidentiality Agreement. The Confidential Information is intended solely for your own limited use in considering whether to pursue negotiations to acquire the Property. This is not an agreement to sell the Property or an offer of sale. No agreement binding upon the Owner of the Property, or any of its associated or affiliated companies, shall be deemed to exist, at law or equity, until the Owner of the Property enters into a formal binding agreement of sale.

The Confidential Information contains brief, selected information pertaining to the business and affairs of the Owner, and has been prepared by City Realty Advisors, LLC, primarily from information supplied by the Owner or the Owner’s agent. It does not purport to be all-inclusive or to contain all the information which a prospective purchaser may desire. Neither City Realty Advisors, LLC, nor the Owner makes any representation or warranty, expressed or implied, as to the accuracy or completeness of the Confidential Information and no legal liability is assumed or to be implied with respect thereto.

By executing this Confidentiality Agreement you agree that the Confidential Information provided is confidential, that you will hold and treat it in the strictest of confidence, and that you will not disclose or permit anyone else to disclose the Confidential Information to any person, firm or entity without prior written authorization of the Owner and City Realty Advisors, LLC.

Notwithstanding the foregoing, you may disclose the Confidential Information to your directors, accountants, advisors, partners, employees and legal counsel (“Representatives”) for the purposes of your evaluation of the proposed transaction, provided that you shall direct such Representatives to treat the Confidential Information in a manner consistent with your obligations under this agreement and be liable for any failure on their part to do so. If any court or governmental authority requires you to disclose any portion of the Confidential Information, you shall, to the extent permitted by law and legal process, (a) provide the Owner with prompt written notice of such requirement and (b) cooperate with the Owner in a commercially reasonable manner in obtaining any protective order or other remedy sought by the Owner with respect to such requirement. If no such protective order or other remedy is obtained, then you may disclose only that portion of the Confidential Information that in the reasonable opinion of your legal counsel is legally required to be disclosed, and shall exercise all commercially reasonable efforts to obtain reliable assurance that confidential treatment will be accorded the Confidential Information.

You further agree not to discuss the proposed transaction with any tenant, caretaker, or management of the building without the express email consent of the Broker or the Owner.

Broker plans to call for offers 45 to 60 days after distribution of this document. In that regard Broker will provide property tours at any time upon request.

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