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TRINITY PARTNERS, LLC650 S. Tryon Street, Suite 900Charlotte, NC 28202Phone (704) 372-8822PRINCIPAL CONFIDENTIALITY AGREEMENTTrinity Partners, LLC (“Trinity”), on behalf of Owner, has prepared a confidential investment memorandum ( the“Memorandum”) intended solely for your limited use in determining whether you desire to express any further interestin 400 – 480 Industrial Drive in Dallas, North Carolina (the “Property”).You hereby acknowledge that you are a principal or an investment advisor in connection with your consideration of thisoffering and agree that you will not look to the Owner or Trinity for any fees or commissions in connection with thistransaction. You also hereby acknowledge that you have not dealt with any broker, other than Trinity, regarding theinvestment in the Property or, if you have, you hereby agree to indemnify the Owner and Trinity against anycompensation, liability, or expense arising from claims by any other broker or other party you had dealings with(excluding Trinity) in connection with the Property.The Memorandum does not purport to provide a complete or fully accurate summary of the Property or any of thedocuments related thereto, nor does it purport to be all-inclusive or to contain all of the information which prospectivebuyers may need or desire. All financial projections are based on assumptions relating to the general economy,competition, and other factors beyond the control of the Owner and, therefore, are subject to material variation. Theprojections have not been verified by Trinity. This Memorandum does not constitute an indication that there has beenno change in the business or affairs of the Property or the Owner since the date of preparation of this Memorandum.Additional information and an opportunity to inspect the site will be made available to interested and qualifiedprospects.Neither Owner nor Trinity, nor any of their respective officers, agents, or principals has made or will make anyrepresentations or warranties, express or implied, as to the accuracy or completeness of this Memorandum, or any of itscontents, and no legal commitment or obligation shall arise by reason of the Memorandum or its contents. Analysis andverification of the information contained in the Memorandum is solely the responsibility of the prospect, without anyrepresentations as to its physical or environmental condition. Owner and Trinity expressly disclaim any and all liabilityfor representations or warranties, expressed or implied, contained in the Memorandum or for omissions from theMemorandum, or from any other written or oral communications transmitted or made available to you.Owner and Trinity expressly reserve the right, at their sole discretion, to reject any or all expressions of interest or offersregarding the Property and/or terminate discussions with any individual or entity at any time with or without notice.Owner has no legal commitment or obligations to any individual or entity reviewing this Memorandum or making an offerregarding the Property unless and until a binding written agreement has been fully executed, delivered, and approved byOwner and its legal counsel and any conditions to the Owner’s obligations thereunder have been satisfied or waived.Trinity is not authorized to make any representations or agreements on behalf of the Owner. Owner is an intendedbeneficiary of the terms of this Confidentiality Agreement.This Memorandum and its contents (such contents as so limited herein called the “Contents”), are of a confidentialnature. By accepting this Memorandum, you agree that you will hold and treat the Memorandum and the Contents inthe strictest confidence, that you will not photocopy or duplicate the Memorandum or any part thereof, and that you willnot disclose the Memorandum or any of the Contents to any other entity, except for your employees, contractors,investors, and outside advisors retained by you or to third-party institutional lenders for financing sought by you, ifnecessary, in your opinion, to assist in your determination of whether or not to make a proposal, in which event you shallbe liable to Trinity and Owner if any such persons fail to maintain such confidence or discloses such informationwithout prior authorization of Owner and Trinity. You will not use the Memorandum or any of the Contents in any fashionor manner detrimental to the interest of the Owner or Trinity or for any purposes other than as necessary for evaluatingthe possibility of purchasing the Property. The obligations of confidentiality set forth herein shall not apply toinformation or materials: (a) that are developed by you without the use of the Memorandum or the Contents; (b) which islawfully received free of restriction from another source having the right to so furnish such information; (c) after it hasbecome generally available to the public without breach of this Agreement; or (d) must be disclosed pursuant toapplicable law or regulation. In discharging the obligations of confidentiality set forth in this Agreement, you shall usethe same degree of care in safeguarding the Memorandum and Contents as you use to safeguard your own confidentialor otherwise protected information, but in no event less than reasonable care.
Acceptance by the undersigned of the terms contained within shall also constitute acknowledgement and review of theattached Working With Real Estate Agents information as provided and required by The North Carolina Real EstateCommission.Facsimile (fax) signatures shall be deemed sufficient for proper execution and delivery of this Agreement. Any party tothis Agreement that presents a facsimile signature agrees to provide an original signature upon the request of anotherparty to this Agreement.The terms of this Agreement shall be in effect for a period of two (2) years after execution.Please sign and return to David Morris; fax: (704) 372-3111 or dmorris@trinity-partners.com.ACCEPTED AND AGREED TO:Signature:Name (Print):Title:Company:Address:City / State / ZIP:Phone Number:Fax Number:E-mail Address:Date: