TERMS OF SERVICE

 

ACCEPTANCE

These Terms and Conditions (“Agreement”) constitute a legally binding agreement between you and Home Beautification LLC (“Company,” “we,” “us,” or “our”).

Please read this Agreement carefully. By clicking “Agree,” accessing information, or engaging in any transaction with Home Beautification LLC, you acknowledge that you have read, understood, and agree to be bound by these Terms.

CONFIDENTIALITY AND NON-SOLICITATION AGREEMENT

This Confidentiality and Non-Solicitation Agreement (“Agreement”) is entered into by and between Home Beautification LLC, including its parent companies, subsidiaries, affiliates, successors, and assigns (collectively, “Company”), and you, including your parent companies, subsidiaries, affiliates, successors, and assigns (collectively, “Potential Purchaser”).

RECITALS

WHEREAS, Company is currently under contract, or may in the future enter into contract, to purchase certain real property and any improvements located thereon (collectively, the “Property”);

WHEREAS, Potential Purchaser is engaged in the business of purchasing real estate and has expressed interest in acquiring an assignment of Company’s contractual rights and obligations relating to the Property;

WHEREAS, Company is willing to provide additional information regarding the Property only upon Potential Purchaser’s agreement to the terms set forth herein.

TERMS AND CONDITIONS

In consideration of the mutual promises and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are acknowledged, the parties agree as follows:

1. Incorporation of Recitals

The above Recitals are incorporated into this Agreement by reference as though fully set forth herein.

2. No Direct Contact

Potential Purchaser shall not directly or indirectly contact, communicate, or engage with the owner of the Property (“Owner”) or the Owner’s agents regarding:
(a) Company’s purchase of the Property; and/or
(b) Company’s marketing, assignment, or sale of its purchase contract with the Owner (“Sales Contract”).

3. No Interference

Potential Purchaser shall not induce, solicit, or encourage the Owner or the Owner’s agents to breach, cancel, or modify the Sales Contract.

4. Post-Termination Restriction

If the Sales Contract is terminated for any reason, Potential Purchaser agrees not to contact or communicate with the Owner or the Owner’s agents regarding purchase of the Property for a period of two (2) years following termination.

5. Confidential Information

“Confidential Information” includes all non-public information disclosed by Company to Potential Purchaser concerning:

  • The Owner or Owner’s agents

  • The Property

  • The Sales Contract

  • Company’s business operations, trade secrets, marketing strategies, customer lists, or prospective customers

Potential Purchaser agrees to maintain all Confidential Information in strict confidence and shall not disclose such information to any third party without Company’s prior written consent.

6. Injunctive Relief

Potential Purchaser acknowledges that any breach of Sections 2–5 would cause irreparable harm to Company for which monetary damages alone would be insufficient. Accordingly, Company shall be entitled to seek immediate injunctive relief, without bond, in addition to any other remedies available at law or in equity. Potential Purchaser waives all defenses to such relief except proof that no violation occurred.

7. Liquidated Damages

In addition to other remedies, Potential Purchaser agrees that any breach of Sections 2–5 shall result in liquidated damages of Fifty Thousand Dollars ($50,000.00) per violation. The parties agree this amount represents a fair and reasonable estimate of damages and is not a penalty.

8. Indemnification

Potential Purchaser shall indemnify, defend, and hold harmless Company from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to Potential Purchaser’s breach of this Agreement.

9. Severability

If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

10. Voluntary Agreement

The parties acknowledge that they fully understand this Agreement, have had the opportunity to consult legal counsel, and enter into this Agreement voluntarily.

11. No Waiver

Failure by either party to enforce any provision of this Agreement shall not constitute a waiver of that provision or any other provision.

12. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Texas.

13. Entire Agreement

This Agreement constitutes the entire understanding between the parties regarding its subject matter and supersedes all prior agreements or representations, whether written or oral.

14. Further Assurances

The parties agree to execute any additional documents and take any further actions reasonably necessary to carry out the intent of this Agreement.

15. Construction

This Agreement shall not be construed against any party based on authorship.

16. Attorneys’ Fees

If Company prevails in enforcing this Agreement, in whole or in part, it shall be entitled to recover its reasonable attorneys’ fees and costs.

17. Counterparts & Digital Acceptance

This Agreement may be executed in counterparts and through electronic or digital acceptance, each of which shall be deemed an original and fully enforceable.