Whereas the Owner is desirous to appoint and authorize the Consultant as his agent, granting him the sole,exclusive and irrevocable rights to sell, exchange, lease, trade any / all portion of the business, including but not limited to its tangible and intangible assets, including furniture, fixture, equipment, inventory, trademark, trade names, customer list, contact data base, deposits, goodwill, licenses, and franchises on the proposed and agreed terms set forth herein or for any terms the Owner agrees during the sole and exclusive period starting from the date of signing this agreement until its validity.
Whereas the Consultant has accepted this engagement by pledging to use its best efforts as part of Consultant's ordinary course of business to promote, market and offer for sale, and to procure a ready, interested, willing and eligible Buyer (hereinafter called as "Investor") for the Business.
Whereas the both Parties are agreed to below terms and conditions of this agreement in order to execute the transaction more effectively;
Validity of the Agreement: The validity of this agreement will be for 10 months from the date of signing or until the transaction is executed which will be auto renewed for every 3 months until a 30 days' notice is served by either party.
Liability: The duties and obligations of both the parties towards the other party and / or to any third party are limited to the terms and conditions of this agreement. Consultant doesn't constitute any representation, warranty or guarantee of any kind whatsoever, and will not stand liable for any direct or indirect loss, loss of profit, personal / business opportunities, emotional disturbances, special or consequential damages arising out of or in connection with any delay in performance or non-performance due to what so ever the reason may be.
Confidentiality Information: During the term of this Agreement and for a period of One (1) year thereafter, Consultant shall maintain in confidence and use only for purposes of this Agreement any information or documentation which Owner marks "Confidential" (collectively "Confidential Information"). To the extent it is reasonably necessary or appropriate to fulfill its obligations or exercise its rights under this Agreement, Consultant may disclose without prejudice, the Confidential Information which it is otherwise obligated under this Article not to disclose to its affiliates and to prospective Investor or co-broker, on a need-to-know basis, on condition that such entities or persons agree to keep the Confidential Information confidential for the same time periods and to the same extent as Consultant is required to keep the Confidential Information confidential.
Binding Effect: This Agreement shall inure to the benefit of the parties hereto and shall be binding upon the parties hereto and their respective heirs, successors, and assigns.
Severability: If any term, covenant, condition, or provision of this Agreement thereof to any circumstance shall be invalid, illegal or unenforceable to any extent, the remaining terms, conditions, and provisions of this Agreement shall not be affected thereby.
Entire Agreement: This Agreement shall constitute the entire agreement between the parties and will supersede any prior understanding or representation.
Digital or Electronic Signatures: In accordance with the Uniform Electronic Transactions Act (UETA) and the Electronic Signatures in Global and National Commerce Act, or E-Sign (the Act) and other applicable local or state legislation regarding Electronic Signatures and Transactions, the parties do hereby expressly agree to the use of electronic signatures as an additional method of signing and/or initialing this Agreement. The parties hereby agree that either party may sign electronically by using a digital signature service.
Arbitration: Any dispute which may arise in connection with the interpretation of the provisions of this contract shall be amicably settled, failing which; State and/or Federal Law of USA will be the governing rule. The award of the arbitration shall be final and binding upon both parties. Nothing in this Agreement is intended to contradict any mandatory provision of any Applicable Law.