Buyer Agreement

This agreement is in relation to Medi-Cruit Estates Limited introduction to a prospective sale of a business as a going concern.

Sale of a Business

This agreement is made on the date this submission was made Medi-cruit through the website.

And is made between:

Medi-Cruit Estates Limited whose registered office is at Smith-bank Chambers, 7 Market Place, Derby, DE1 3QE acting for and on behalf of our clients ("the Vendors"); and

The Above

1. Definitions

In this Agreement the following terms and phrases shall have the following meaning unless the context otherwise requires:

Business Care Home. This business is under the Medi-Cruit Estates Ltd sale terms.

Confidential Information Means the actual Vendors identity and all confidential information in respect of the Business, including, but not limited to, any ideas, business methods, prices, accounts, finance, marketing, research, development, manpower plans, processes, market opportunities, intentions, design rights, product information, customer lists or details, employees' details, trade secrets, computer systems and software, and other matters connected with the products or services manufactured, marketed, provided or obtained by the Vendor, and information concerning the Vendor's relationships with actual or potential clients or customers and the needs and requirements of such clients' or customers' operations.


2. Obligation of Confidentiality

The Prospective Purchaser agrees to treat as confidential information supplied by or on behalf of the Vendor in connection with the sale of the Business.


3. Exclusions

The obligation of confidentiality set out in clause 2 does not apply to:

3.1 any information received from a third party who was legally free at the time of disclosure to disclose it;
3.2 any information which was already lawfully in the Prospective Purchaser's possession prior to receiving it from Medi-Cruit Estates Ltd on behalf of the Vendor; and
3.3 any information which is in its entirety already in the public domain.


4. Duties of Prospective Purchaser

4.1 The Prospective Purchaser shall take such reasonable security measures to protect the Confidential Information as it takes to protect its own confidential information and trade secrets.

4.2 The Prospective Purchaser shall not, without the prior written consent of the Vendor, permit any of the Confidential Information:

4.2.1 to be disclosed, other than in confidence to its legal or professional advisers;
4.2.2 to be copied or reproduced;
4.2.3 to be commercially exploited in any way;
4.2.4 to be used for any purpose other than in connection with the prospective purchase of the Business; and
4.2.5 to pass outside the control of the Prospective Purchaser.

4.3 The Prospective Purchaser agrees to keep a record of Confidential Information received.

4.4 The Prospective Purchaser will return to Medi-Cruit or the Vendor all documents containing Confidential Information and all copies of those documents on demand at any time which are in its possession or under its control, and for this purpose the term "documents" includes computer discs and all other materials capable of storing data and information. The Prospective Purchaser agrees that such documents remain the property of the Medi-Cruit on behalf of the Vendor.

4.5 The Prospective Purchaser must not jeopardise or re-direct the sale under any circumstances.

5. This Agreement

The existence of this Agreement and its terms are confidential and neither Medi-Cruit nor the Purchaser may disclose anything about this Agreement or its subject matter or implementation to any person other than in confidence to their legal or professional advisers.

6. Finance referrals

When buying care homes, finance is normally needed. Medi-Cruit will refer you to the necessary banks, which have knowledge of lending for care home sales. It may be necessary from time to time that Medi-Cruit will need to liaise with the bank about your financial circumstances to ensure you can obtain the relevant funding. If you do decide to use a bank referred by Medi-Cruit for your loan, all bank loans have an arrangement fee, Medi-Cruit will be paid 0.5% of the arrangement fee from the bank. By signing this agreement you do not have to use the banks which we referrer you to, it is just another service which we provide. By signing this agreement Medi-Cruit can refer you to lenders and are able to obtain your financial information.

7. Deposit for Care Home

If you are interested in putting a formal offer in for a practice, there may be a deposit required to secure the practice sale. The deposit will depend upon the size of the practice and is available

8. Changes To This Agreement

Any changes to this agreement must be authorised and signed by one of Medi-Cruit Estates Ltd Directors.