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Request for Confidential InformationPage One of ThreeHyatt Place Pensacola Airport2468 Skye WayPensacola, FL 32504____________________, 2024REQUEST FOR CONFIDENTIAL INFORMATION AGREEMENTThis is a request for confidential information (“CA”). This confidential information is intended solelyfor your own use _______________________________ and/or the use of your investment partner,________________________________ (“Prospective Purchaser”), as well as your affiliates, directors,officers, employees, agents, consultants, contractors, advisors, and/or other representatives (collec-tively, your “Representatives”) in considering pursuit of negotiations to acquire the Hyatt Place Pen-sacola Airport (the “Property”). You hereby warrant that you are acting as principal or agent of theabove indicated, in the possible acquisition and shall not receive and/or cause to be received, by anyentity other than HREC Investment Advisors (“HREC IA”), any fee associated with the procurementor acquisition of the Property, other than that indicated by separate agreement with HREC IA.This confidential information, which contains brief, selected information pertaining to the business andaffairs of the Property, has been prepared by HREC IA, and is not intended to be an offer for sale ofthe Property. This confidential information does not purport to be all-inclusive or to contain all theinformation which a prospective purchaser may desire. HREC IA and/or client approval of the exe-cuted confidentiality agreement will also allow you privileged and confidential access to a digital web-site that contains information prepared by both representatives of HREC and information transmittedon an “as is” basis directly from the Seller. Neither Seller nor HREC IA make any representation orwarranty, express or implied, as to the accuracy or completeness of this confidential information or itscontents and no legal liability is assumed or implied with respect thereto.By your acceptance and acknowledgment below, you agree that upon receipt of the confidential infor-mation: its contents are confidential: you will hold and treat it in the strictest of confidence: you willnot, directly or indirectly, disclose or permit anyone else to disclose this memorandum or its contentsto any other person, firm, or entity without prior written authorization of HREC IA or Seller: you willnot use or permit to be used this memorandum or its contents in any fashion or manner detrimental tothe interest of Seller.The Seller expressly reserves the right at its sole discretion to reject any or all CA’s, proposals orexpressions of interest in the Property and to terminate discussions with any party at any time with orwithout notice.
Request for Confidential InformationPage Two of ThreeAll information and materials, including, without limitation, any drawings, specifications and compi-lations of data which Seller provides or causes to be provided to Prospective Purchaser shall be deemedTrade Secrets for the purposes of this CA. Prospective Purchaser shall receive the Trade Secrets inconfidence and shall, at all times, maintain them in confidence and use them only in the course of itsactivities in connection with this CA and the sale of the Property. Prospective Purchaser shall not atany time disclose or permit the disclosure of the Trade Secrets except to those third-parties having abona fide need to know and then limited to such of the Trade Secrets are shall be required for the usesand purposes of such third-party in connection with the purchase of the Property. Prospective Purchasershall destroy or return and deliver to HREC IA any material containing some or all of the Trade Secrets,upon request, or upon termination of this CA and shall require that all third-parties to whom HRECIAhas delivered same shall be similarly bound by the terms of this section, including, but not limited tothe return of the Trade Secrets.As used in this Agreement, the term “Trade Secrets” shall not include any information that: (i) is al-ready known to Prospective Purchaser at the time of disclosure by Seller; (ii) becomes generally avail-able to the public other than as a result of a disclosure by Prospective Purchaser; or (iii) becomesavailable to Prospective Purchaser in a non-confidential basis from a source (other than HREC IA andSeller) which is known by HREC IA not to be bound by a confidentiality agreement or other obligationof secrecy to Seller. Prospective Purchaser shall not, without the prior written consent of Seller, di-vulge, make known or in any manner confirm to third-persons, including, but not limited to employees,agents and contractors of Seller of the existence of this Agreement or any of the terms herein contained.This prohibition shall also include, and is not limited to governmental bodies, agencies and all formsof media.This confidential information shall not be deemed a representation of the state of affairs of the Propertyor constitute an indication that there has been no change in the business or affairs of the Property sincethe date of preparation of this information.If you do not wish to pursue negotiations leading to this acquisition, or if you discontinue such nego-tiations, you agree to return the confidential information to HREC IA and Seller.Interested party and permitted persons are prohibited from any and all communication with any per-sonnel at the Property, and guests of the Property, and party to any of the contracts affecting theProperty or any governmental authority with respect to any information and/or the transaction with-out, in each instance, obtaining Owner’s prior written consent, which consent may be withheld inOwner’s sole and absolute discretion. Additionally, interested party and permitted persons are pro-hibited from contacting or entering into any discussions or any verbal or written agreement with anycurrent or former lender, current or former investor, current or former partner and/or current or for-mer capital provider of Owner or any of Owner’s affiliates regarding any matter or arrangement di-rectly or indirectly involving the Property, Owner and/or Owner’s affiliates under any circumstances.This agreement shall expire one (1) year after the date executed.
Request for Confidential InformationPage Three of ThreeACKNOWLEDGED AND AGREED:HREC INVESTMENT ADVISORS______________________________________Scott Stephens, Senior Principal & COODate__________________________________PROSPECTIVE PURCHASER____________________________________________________SignaturePrinted Name_________________________________________Date________________________________________________Company____________________________________________Address_____________________________________________City, State, Zip_______________________________________Phone______________________________________________Fax________________________________________________Email______________________________________________Upon execution of this agreement, please return via email (.pdf) to:Michael Salloway ● Email: msalloway@hrec.comPaul Sexton ● Email: psexton@hrec.comTammy Bateman ● Email: tbateman@hrec.comGeorge Davis ● Email: gdavis@hrec.com