TARGET CRITERIA

This information helps us match you with the right projects.

Please check any and all options that you would consider for each of the following sections

5. Other Information

Not including Seller or Bank Financing, what amount of Cash do you have available for the "right project"?  (Includes down payment, closing costs, & working capital)  This information will be kept strictly confidential.

CONFIDENTIALITY AGREEMENT

Please read this section and check the box to indicate your agreement to the following information.

In order to protect the value and goodwill of a business as a “going concern”, the sale should be a confidential process.

This benefits you as the eventual Owner, as well as the Seller, by maintaining the important relationships with customers, employees, suppliers, and competitors.

When the sale is kept confidential, operations can continue smoothly and an effective transition to the new owner as more likely to take place.

Sellers expect Restaurant eXchange to use discretion and judgment in the release of sensitive business information.

Before we can share names, locations and detailed information with You, the prospective Buyer, You must agree to the following terms:

All decision makers, potential owners, or business partners must agree to execute (sign) and be bound by the terms of this Agreement. If someone else has a need to know in order to help you evaluate the opportunity, he/she must also agree to sign and honor the terms of this Agreement.

Any information the Seller or Broker provides to you about the business, except that which is common or public knowledge, cannot be disclosed to any outside party including advisors, friends & relatives, unless they have signed this Agreement. You must provide Restaurant eXchange with the Agreement(s) signed by others involved.

The fact that a business is “on the market” is confidential information unless a public sign is posted, the specific name and address are listed in public marketing sites, or the Broker specifically states that a particular sale is “not confidential”. You must consider the sale to be confidential until told otherwise by Broker.

Unless disclosed otherwise, you acknowledge that you first learned of a business’ availability through communication with Restaurant eXchange or its Agents.

You agree to conduct all communication with the businesses through Restaurant eXchange. Under no circumstances should you, or anyone involved in your search or transaction, directly contact the owners, employees, landlord, suppliers, customers, or neighboring tenants of a business unless specifically authorized to do so by Restaurant eXchange.

If you are purchasing a franchise, you must get permission from Broker before disclosing the actual franchise location being purchased to the Franchisor.

If you develop an interest in a business, you will be allowed and encouraged to interview the Seller and inspect the assets and facility. These activities normally take place outside of business hours, and must be arranged by advance appointment through Restaurant eXchange.

You are expected to first visit the business as a “customer” to determine if you have an interest in the business or location before requesting a meeting with the Seller or a tour of the business. If you are visiting from out of the area with limited time, please give Broker advance notice so that a tour or meeting can be arranged for you.

Any information provided about a business shall be used only for the purpose of evaluating the business for possible acquisition by you or your principal(s). If you or your principal(s) are involved in a similar or competing business, you must disclose this information to Broker prior to receiving business information.

You shall not make or distribute copies of any documents provided to you about a business being evaluated without permission from Broker. Upon demand by Restaurant eXchange or the Seller of a business, you shall immediately return all documentation about a business to Restaurant eXchange.

A breach of this Confidentiality Agreement could result in actual financial and operational hardship for a business owner. This may include but not be limited to loss of employees, loss of customers, loss of competitive advantages, or damage to the relationship with Suppliers, a Franchisor, or the Landlord.

If you breach this agreement, you will no longer be allowed access to information about business opportunities represented by Restaurant eXchange. Furthermore, if you are found responsible for damages to a business, you will be liable for losses and damages incurred by the Seller and Restaurant eXchange, to the extent allowable by Federal and California law, to include legal fees and collection costs.

AGENCY

Completing this Buyer Registration does not create an obligation for you to work exclusively with Restaurant eXchange in your search for a business or a location. 

Likewise, it does not obligate Restaurant eXchange to locate a business for you to purchase or a location for you to lease.
Our main focus is on determining if any of the businesses or properties we are marketing will meet your needs.   
To help you reach your goal of owning a business, Restaurant eXchange can:

*Identify appropriate business opportunities or locations for your consideration.

*Provide you with the information you need to make an educated offer or decision about suitability, to the extent it is available from the Seller, Property Owner, or other sources.

*Help to structure and negotiate a “deal ”  that is acceptable to both you and the Seller and/or Property Owner.

*Use our knowledge and experience to help minimize complications with a transaction and expedite the transfer

*Assist you with the lease assignments, new lease negotiations, financing, ABC license transfer, and franchise transfer.

*Guide you through the escrow process and actions needed to complete the sale and prepare for ownership.

In the performance of our services, Restaurant eXchange may act as a Seller’s Agent, a Buyer’s Agent, or a Dual Agent.

The duties of an Agent in relation to a Principal (client) are to:

Act with utmost care, integrity, honesty and loyalty

Exercise skill and care in the performance of services

Act honestly and fairly without fraud or deceit, and

Disclose all material facts known to the Agent which affect the value or desirability of the property (this relates to facts not readily observable by the parties to the transaction)

*One additional duty applies to a Dual Agent.

Per the California Department of Real Estate, “a  Dual Agent may not disclose to the Seller that the Buyer is willing to pay more than the Buyer ’s written offer to purchase, nor may a Dual Agent disclose to the Buyer that the Seller will take less than that which is set forth in the listing agreement.”

In other words, the price agreed to between the Buyer and Seller will be an “arm’s length” negotiation

* If you decide to make an offer on a business represented by Restaurant eXchange, we may act as a Dual Agent and represent you in the negotiation and processing of the sale. If we already represent the Seller as the listing Agent, it is not possible for us to represent only the Buyer.

Restaurant eXchange is authorized to act as a Dual Agent unless you notify us otherwise

* Because of confidentiality, advertising methods, and the familiarity and knowledge necessary to communicate the features of a business, dual agency is prevalent in small business sales; however, at any time during a transaction, you may retain another Agent or Advisor to represent you separately.

If you are represented by an Agent other than Restaurant eXchange, either now or at any time in the future, you must disclose this immediately, and all communication with Restaurant eXchange, including initial inquiries, should be made through your representative

If you have an Agent at this time, please identify this here:

Fees

Restaurant eXchange is normally compensated by the Seller from sale proceeds.  A Seller of a business marketed by Restaurant eXchange has signed a Representation Agreement that provides for a success fee. It can be a percentage of the price, or a fixed amount. As the Buyer, you are not liable for a brokerage fee unless one of the following applies

-      You sign a specific retainer or compensation agreement with Restaurant eXchange

-      You choose to retain and compensate a separate Agent who is not disclosed and representing you at initial inquiries

-      You choose to retain and compensate a separate Agent that is not recognized as a qualified and experienced Business Broker or transaction professional by Restaurant eXchang

-      You default on a Purchase Agreement without cause, in which case you could be liable for escrow fees, brokerage fees, and damages to the Seller

-     It is determined that your breach of the Confidentially Agreement resulted in loss of brokerage income
It should be separately noted that you are responsible for paying your advisors, including accountants, attorneys, inspectors, contractors, etc....

Transaction Costs

Although the brokerage fee is not typically an expense to you as the Buyer, there are other costs associated with creating, purchasing, and operating a business. These vary widely depending on the business and location, so please discuss this with Restaurant eXchange or your representative prior to making an offer on any business or location. We can help you to estimate potential transaction costs, but it will be your responsibility to research and verify these costs to the extent it is important to you. A due diligence period can provide time to research if this need is identified. Typical costs include but are not limited to escrow fees, lease and insurance deposits, licenses and permits, sales tax on certain assets, and franchise transfer or training fees. It should be especially noted that modifying facilities and changing the use of a space or the nature of a business may result in government compliance issues and fees (For example: Environmental Health Department and Building Department permits and inspections, and possibly architectural, engineering, and contractors’ fees).

Disclaimer

-   Information presented about the business opportunities or properties has been provided by the Seller or Property Owner unless other sources are identified. Financial statements and other representations have not been verified  by Restaurant eXchange.

-   While they can be useful, historical financial statements ,  future projections, and industry benchmarks should not be considered a predictor or guarantee of future sales or profitability.

-   An offer to purchase should be based on the information as represented by the Seller, along with your own knowledge and judgment as it relates to the business opportunity. If you enter into an Agreement to purchase a business, you will have the opportunity and the responsibility to verify any and all information you are relying upon. This “due diligence” period is a standard condition of sale

-   While Restaurant eXchange can provide justification for an offering price and other guidance relating to valuation formulas or comparables,  you must form your own opinion as to the worth, suitability, and potential of any business or location.

-   While many standard documents used in a sale or lease are available from Restaurant eXchange or an escrow service, Restaurant eXchange is not qualified to give legal, accounting or tax advice, or create nonstandard documents.  Clients are encouraged to use professional advisors on matters requiring this type of expertise. Referrals are available upon request.

Language & Clarification

If English is not your primary language, you are unfamiliar with the terminology used, or you generally are unable to understand the information being presented, now or at any time during your communications with Restaurant eXchange or its Agents, it is your responsibility to ask for immediate clarification.  It is also your responsibility to provide an interpreter if needed. Unless you tell us otherwise, we will believe that you completely understand what we tell you verbally and provide to you in writing.  If you require an interpreter, please let us know:

Once you have filled in your contact information and agreed to the terms of the Confidentiality Agreement, please type your name to indicate your Signature in the spaces provided in this section and hit the submit button below.

We appreciate your time and will be in contact with you soon after receiving and reviewing the information you provided.

Please call us at 916-482-7979 if you have any questions regarding this form.