It is our understanding that you are willing to enter into discussions and negotiations for the potential acquisition of Cardiff Cove (the "Property").

Rock Apartment Advisors, Inc. has available for review certain information concerning the Property which includes brochures and other materials (collectively “Informational Materials”). Rock Apartment Advisors, Inc. is prepared to provide the Informational Materials for your consideration in connection with the possible purchase of the Property subject to the to the following conditions:

• The Informational Materials will be used by you solely and will be kept confidential.  You accept responsibility to perform your own due diligence and not to rely on information sent by Rock Apartment Advisors, Inc. or Seller with respect to the Property. 

• You will not disclose the Informational Materials to any person unless Rock Apartment Advisors, Inc. has approved in writing such disclosure.  The Informational Materials may not be copied or duplicated without the written consent of Rock Apartment Advisors, Inc.  However, the Informational Materials may be disclosed to your employees, legal counsel and lenders (“Related Parties”), for the purpose of evaluating the potential purchase of the Property. 

• You hereby agree to indemnify Rock Apartment Advisors, Inc. and the Owner against any compensation, fee, loss, liability or expense, including attorney’s fees, arising from claims by you or any other party you have had dealings with, excluding Rock Apartment Advisors, Inc. in connection with the proposed transaction. 

• You acknowledge that the Property has been offered for sale subject to withdrawal from the market, change in offering price, prior sale or rejection of any offer because of the terms thereof, lack of satisfactory credit references, or for any other reason whatsoever, without notice.   

• Rock Apartment Advisors, Inc. is representing the Seller only, and Rock Apartment Advisors, Inc. shall receive its compensation from the Seller.  You are representing yourself as a Principal and will not expect any compensation, fee or commission from the Seller or Rock Apartment Advisors, Inc. 

By clicking the Submit button, you are signing this agreement electronically in accordance with the provisions of the Federal Electronic Signature Act and applicable State law, and agree to be bound by its terms.  You further understand that Rock Apartment Advisors, Inc. may rely upon it as confirmation of your acceptance of and agreement to be bound by the terms of this Confidentiality Agreement.