THIS AGREEMENT ("Agreement") is made and agreed to by Southeast Apartment Partners ("Broker"), Broker for the Properties mentioned within, (the "Property") and the interested party, "Purchaser". The obligations of confidentiality undertaken pursuant to this Agreement shall survive the terms under which the Broker is working with the owner.

PURCHASER HAS REQUESTED information from Broker for the purpose of evaluating a possible acquisition of the Property. The Owner of the property has authorized Broker to deliver information concerning the Property, much of which is highly confidential, only to those potential purchasers who sign this Agreement.

THE PARTIES AGREE, in consideration of the covenants and agreements contained herein, as follows:

1. Purchaser will not disclose, permit the disclosure of, release, disseminate or transfer, any information obtained hereunder ("Information") to any other person or entity.
2. If Purchaser is a corporation, partnership, limited liability company or other non-natural legal entity, the person(s) signing this Agreement on its behalf will take all appropriate precautions to limit the dissemination of the Information only to those persons within the entity who have need to know of the Information, and who are specifically aware of the Agreement and agree to honor it.
3. This Agreement applies to all Information received from Broker, which is not readily available to the general public. Purchaser understands that all Information shall be deemed confidential, valuable and proprietary and shall be used for the sole purpose of evaluating the potential acquisition of the Property.
4. Purchaser shall not contact directly any persons concerning the Property, other than Broker, without Broker’s or Owner’s written permission. Such persons include, Owner’s employees, suppliers and tenants.
5. Purchaser acknowledges that it is a principal and not an agent or acting on behalf of any other party in conjunction with the purchase of the Property (except Advisors working on behalf of their pension fund clients). Purchaser acknowledges that it is not working with any other broker or agent other than the Broker named below in connection with the Property.
6. Neither Broker nor Owner makes any representations or warranty, express or implied, as to the accuracy or completeness of any information provided by them. Purchaser assumes full and complete responsibility for confirmation and verification of all Information received and expressly waives all rights of recourse against Owner and Broker with respect to the same.
7. Southeast Apartment Partners represents the Owner. Co-brokerage shall be determined in a separate agreement.