The recipient agrees and undertakes not to deal directly with the vendor but to only conduct transactions such as discussions, negotiations, communications and offers through the aforesaid agent or Manan.
The recipient acknowledges that this confidentiality agreement is legally binding to him and the vendor and its agent and that breach in any manner of any terms shall invite legal action for which the recipient will be entirely responsible.
Should the recipient breach any of the terms of this confidentiality agreement at any time and in any manner then that recipient is liable to the vendor and/or agent to compensate for any loss or damage arising directly or indirectly from such breach and will unconditionally and without dispute pay up the damages so assessed and reimburse the agent and the vendor all costs and, further, reimburse the agent in full for the commission it would be entitled to had the deal been finalized as proposed. The recipient also further undertakes and agrees to keep the vendor and the agent fully indemnified for any such actions arising out of breach of this agreement by the recipient.
The agent provides information to the recipient with the concurrence of the vendor and such confidential information is based on the data provided by the vendor and its staff, legal advisors and consultants. The recipient agrees that all such information is prima-facie considered accurate and correct but the vendor and the agent, jointly and severally, shall not be held liable or responsible for any implied warranties, errors of omission or commission.
Notwithstanding what is mentioned in the preceding para and without prejudice to the rights and interests of the vendor and agent, it is the duty of the recipient to conduct independent due diligence into the commercial, tax, legal and other aspects of the proposed transaction and the vendor and its agent shall not, in any way, be held liable for any act of commission or omission or for any deficiency in any way in any aspect or from placing full trust in what is offered in writing or verbally or in the information provided by the vendor and/or agent.
Signed sealed and delivered by the within named agent
Signed sealed and delivered by the within named vendor
Signed sealed and delivered by the within named recipien