Tract 6 - Perry Farm

FULL TERMS, EXPLANATIONS & CONDITIONS ARE LISTED BELOW. READ CAREFULLY! BRENTON CORPORATION THROUGH ITS SUBSIDIARY UNITED COUNTRY STONE AUCTION AND REALTY TERMS OF AUCTION EMILY PERRY HEIRS FARM 2808 S. WESLEYAN BLVD., ROCKY MOUNT, NC Brenton Corporation, a North Carolina corporation headquartered at 6444 Deans Street, Bailey, NC 27807 (telephone 252 235 2200) through its subsidiary, United Country Stone Auction and Realty, and its broker, Tony R. Stone, whose address is 2902 Wolf Trap Drive NW, Wilson, NC 27896, (referred to herein collectively as “Auctioneer”) have contracted with Cliff Perry and Mark Perry, heirs of Emily Perry, (‘Seller”) to offer to sell at public auction, live and online, certain real property ( “Property”). These terms, plus any additions, deletions, and/or revisions announced by Auctioneer before the commencement of the Auction, represent the exclusive terms for the Auction (“Terms of Auction”). 1. AGENCY: Auctioneer is acting exclusively as an agent for Seller and not as an agent for any Bidder or Buyer. No third-party broker is acting as a sub-agent of Auctioneer. 2. COLLUSION: Bid-rigging is a federal felony punishable by imprisonment and fine. Violators are subject to be reported to the F.B.I. and Auctioneer will cooperate with any prosecution. 3. COPYRIGHT: The Auction is the exclusive intellectual property of Auctioneer, covered by copyright protection, and may not be recorded, reproduced, or used in any form by anyone other than Auctioneer. 4. PROPERTY: The Property is described in the “Real Property Auction Purchase and Sale Agreement” (“Sale Contract”), a copy of which is available from Auctioneer, online at sales@stoneauctionandrealty.com and posted at the Auction. 5. DUE DILIGENCE: Seller and Auctioneer do not attempt to provide Bidder/Buyer with all the information Bidder/Buyer may need to make an informed decision about the Auction and Property, Bidder/Buyer should obtain professional advice, inspect, and conduct due diligence on the property, any occupancy of it, surrounding area, all information provided by Seller or Auctioneer, public records, Terms of Auction, Sale Contract, transaction contemplated, and all circumstances, defects, facts, issues, problems, and other relevant matters (collectively “Property Issues”). All information provided by Auctioneer came from Sellers and public records and is believed to be accurate, but neither Seller nor Auctioneer guarantees, represents, or warrants its accuracy or completeness and Bidder/Buyer should not rely upon it without independent inspection and verification from sources Bidder/Buyer knows to be reliable. Bidder/Buyer has either performed all inspections and other due diligence that it deems necessary in advance of bidding in the Auction, or Bidder/Buyer understands and fully accepts the risk of not having done so. No Property will be open for inspection following the Auction and through the time of closing of the sale. Seller and Auctioneer are not required to update any information provided or published and will have no liability whatsoever for failing to do so. 6. DISCLAIMER: Participation in the Auction is at Bidder/Buyer’s sole risk and Seller and Auctioneer, plus their agents, contractors, directors, employees, members, officers, and representatives will have no liability whatsoever. The Property will be offered “AS IS, WHERE IS, WITH ALL FAULTS.” To the fullest extent allowed by law, Seller and Auctioneer unconditionally disclaim any guarantee, representation, or warranty of every kind, whether expressed, implied, or stator, whether oral or written, whether past, present, or future, with respect to all Property issues, except as expressly provided in the Terms of Auction and the Sale Contract. 7. DISCLOSURES: Unless otherwise disclosed, the Property will be offered for sale and conveyed by deed free and clear of all liens, mortgages, deeds of trust, delinquent taxes, assessments and warrants, but subject to all non-monetary encumbrances such as conditions, covenants, deeds, easements, reservations, restrictions, right-of-ways, title exceptions, zoning regulations and matters of record. Maps, depictions, and sketches in any materials related to the Property are for illustration purposes only and Seller and Auctioneer do not guarantee, represent, or warrant their accuracy or completeness. 8. REGISTRATION: Any competent adult with a satisfactory photo ID who properly registers and complies with the Terms of Sale may bid, including the Auctioneer, his family, and his employees as long as their intention is to actually purchase the Property, and not merely to escalate the bidding. Auctioneer may refuse to register or expel any person who is disruptive, noncompliant, believed to be under the influence of drugs or alcohol, or previously caused a problem for Seller or Auctioneer. Any person intending to bid on behalf of another must present Auctioneer with an executed, enforceable, recorded, and unexpired power of attorney which is subject to Auctioneer’s approval. The requirements for Bidder registration may be waived by Seller with respect to any Bidder, without waiving same for any other Bidder. By registering, Bidder acknowledges receipt of the Terms of Auction and access to the Sale Contract and unconditionally and irrevocably agrees to be bound by both. 9. BUYER’S PREMIUM: A six-percent (6%) buyer’s premium will be in effect for the Auction who are bidding at the Live Auction, a nine-percent (9%) buyer’s premium will be in effect for internet/online bidders, and added to the amount of the highest bid to arrive at the selling price for the Property (“Total Contract Price”). 10. SALE CONTRACT: Bidder/Buyer should carefully read and understand the Sale Contract before bidding in the Auction. The Property is being offered subject to the terms of the Sale Contract which is not negotiable. This is a cash sale and not contingent upon any matter, including Buyer obtaining financing. Buyer will immediately execute the Sale Contract and all related documents presented by Auctioneer to bind Bidder and Seller to a sale of the Property. Any Buyer purchasing on behalf of a business or arm of government (“Artificial Person”) will immediately execute the Sale Contract in both the Artificial Person’s and Buyer’s names, until such time as the Artificial Person presents Auctioneer with acceptable, written evidence of the Artificial Person’s good standing in its state of formation, plus written authority, in a form to Auctioneer, agreeing to be bound by the Sale Contract. Buyer will execute the Sale Contract and no addition, deletion, or revision will be permitted. The Sale Contract will exclusively govern the Parties’ rights, responsibilities, and remedies with respect to any sale of the Property and all related matters. The sale must close within 45 days following the Auction. 11. RELEASE: Bidders, Buyers, and other persons present at the Auction (collectively “Attendees”) are advised that Auctioneer and its agents, contractors, employees, and/or representatives may record the Auction, related matters, and Attendees through audiotape, photography, motion pictures, and/or videotape for advertising, marketing, promotion, publicity, record, and/or trade purposes, and in consideration of being allowed to attend the Auction, Attendees unconditionally and irrevocably agree that their voices and their images may be so recorded and used by Auctioneer in all types of media without territorial, time, or use limitation, and without compensation being owed or paid to Attendees by Auctioneer or Seller. 12. ARBITRATION: Any action, claim, controversy, dispute, counterclaim, or proceeding arising out of the Property Issues and involving Seller, Bidder, Buyer, or Auctioneer, in any combination, whether controlled by federal or state law, and whether an issue of law or equity, including the determination of the scope and applicability of this agreement to arbitrate, will be determined and resolved exclusively by final and binding arbitration, with no appeal permitted, except as provided by applicable law for the judicial review or enforcement of arbitration decisions. The arbitration will be administered by Judicial Arbitration and Mediation Services, Inc., or its successor, and decided by a panel of three (3) independent arbitrators, except that a party may elect to reduce the number of arbitrators from three (3) to one (1), unless that election is opposed by another party in a written objection timely filed with JAMS. Judgment on the arbitration award may be entered in any court having jurisdiction. The parties waive the right to any legal action and trial by jury. The costs of arbitration, including the fees and expenses of the arbitrators, but not including the Parties’ attorneys’ fees, will initially be paid equally by them. The prevailing Party will be entitled to collect from the other its full costs associated with the arbitration, including reasonable attorneys’ fees. All aspects of any arbitration will be permanently kept confidential and not disclosed in any form or manner to any entity, media, or person, and the Parties will jointly move the court entering the judgment on the arbitration award to so order. Any arbitration must be commenced within two (2) years from the date when the cause of arbitration accrues or it will be forever barred. The right of arbitration will accrue, and the two (2) year limitation period will begin to run, on the date the breach, damage, or injury is sustained and not when the resulting damage or harm is discovered. To the fullest extent allowed by law, neither Seller nor Auctioneer will be liable for any consequential, exemplary, incidental, indirect, punitive, or special loss or damage (including, but not limited to, damage to property or loss of use, time, income, or profits) that might arise out of the Auction, offering or sale of the Property, or any related matter. 13. CHOICE OF LAW, JURISDICTION, AND VENUE: Any Auction matter will be exclusively construed and governed in accordance with the laws of the State of North Carolina, without regard to its conflict of laws principles. The exclusive jurisdiction and venue for any controversy or claim between the Parties will be the County of Nash in the State of North Carolina. 14. MISCELLANEOUS: The Terms of Auction will bind Bidders and their agents, assigns, attorneys, beneficiaries, brokers, distributes, employees, executors, heirs, legatees, officers, representatives, shareholders, and successors in interest. No deletion, modification, supplement, or waiver of any provision of the Terms of Auction will be made, except by Auctioneer’s written revision or announcement at the Auction. 15. DEPOSIT: Buyer will immediately pay to the escrow/closing agent, in US Dollars, an Earnest Money Deposit of $10,000 per tract by (1) personal or company check accompanied by an Irrevocable Bank Letter of Guarantee, or (2) certified funds made payable to Bidder/Buyer. The balance of the Total Contract Price will be due in 45 days from the day of the Auction, Time is of The Essence. If for any reason Buyer fails to timely execute the Sale Contract or pay the Earnest Money Deposit, Seller has sole discretion, to (a) pursue all legal and equitable remedies available against Buyer, or (b) declare Buyer’s bid to be immediately forfeited, null, and void, without any requirement of notice, and immediately re-sell the Property to another Buyer. 16. SEPTIC TANK SUITABILITY: Sellers and Auction will make available to all Bidders/Buyers, prior to the commencement of the Auction, a soils report prepared by a licensed soils scientist. The soils report is intended to determine with reasonable certainty that each tract has soils that are, or are not, suitable for one four (4) bedroom home. Sellers and Auctioneer make no warranties as to a specific location on each tract other than area depicted on the soils report as tested by soil scientist. If it is determined, PRIOR TO CLOSING, by the Nash County Health Department that a tract, represented to be suitable by Sellers’ contracted soil scientist, is NOT SUITABLE for a four (4) bedroom home septic system, conventional or otherwise, and all other remedies are exhausted, including appeal to NC State Health Dept., then Sellers agree to void the Sale Contract and return Buyers’ Earnest Money Deposit. 17. METHOD OF SALE: The method of sale used in the Auction is known as Stone’s Simple Freedom Method. It was designed by Tony R. Stone to allow the single tract Buyer, the multi-tract Buyer, or the Buyer of all tracts, an opportunity to buy their desired tract(s) without being bought out in a combination. The Buyer controls his destiny in the first Round, he just has to be the high Bidder. You lose if you quit bidding! If you protect your purchases in Round 2, you will get your tract! ROUND ONE: We will offer all 6 tracts “high bidders choice by the acre”, rounded up to the nearest $100. Your high bid per acre is multiplied by the number of acres in the tract or tracts that you choose. The Bidder can choose one tract or up to all six tracts. The configuration that tracts are purchased in Round One will then be offered in Round Two, and can be raised in Round Two by adding a 5% upset fee. ROUND TWO: In Round Two, we will sell in dollar amounts rather than by the acre. In Round Two, each tract, or tracts if more than one, will be offered in the configuration that they were chosen, with a 5% upset fee. At the conclusion of Round Two, and with a five minute warning period to allow online bidders to place their final bids, if there are no more raises, the Auction will declare the Auction over. If there are more bids during the 5 minute countdown, we will reset the clock for an additional 5 minutes until all tracts have been “hammered down”. 18. THERE WILL BE NO COMBINING OF TRACTS AT THE END OF THE SALE. COMBINATIONS WILL BE OFFERED ONLY IN ROUND ONE !!! IF YOUR GOAL IS TO BUY ALL TRACTS YOU MUST BE THE HIGH BIDDER IN ROUND ONE AND BUY ALL TRACTS, AND CONTINUE TO BE THE HIGH BIDDER AGAINST AN UPSET BID IN ROUND TWO. IF YOU ARE NOT THE HIGH BIDDER IN ROUND ONE AND YOUR GOAL IS TO BUY ALL TRACTS, YOU WILL HAVE TO BE THE HIGH BIDDER ON EVERY TRACT IN THE CONFIGURATION IT WAS IN ROUND ONE. 19. SURVEYING: The Sales Map is not an actual survey of the Property but rather a sketch drawn from a deed description by Civiltek East, Surveyors, Spring Hope, NC. If sold in tracts, the Buyer agrees to pay Civiltek East at closing for the survey. The cost to the buyer for surveying Tracts 1, 2, & 3 is $500. per tract, and the cost to the buyer for surveying Tracts 4, 5, & 6 is $1,000. per tract. It is anticipated that the surveyor can calculate and set irons within one-tenth of an acre on Tracts 1 thru 5. Tract 6, being the largest tract, will be the “adjuster tract” if needed, and the acreage of Tract 6 will be used to pro-rate the Total Contract Price, up or down, if the acreage varies more than five (5) acres. If the survey on tract 6 varies less than 5 acres, up or down, there WILL BE NO PRO-RATION of the Total Contract Price.