TERMS AND CONDITIONS: The offering of the property described in Exhibit A to the Purchase Agreement (as defined below) ("Property") in this online only auction is subject to these Terms and Conditions of Online Only Auction (the "Terms and Conditions"). Prospective bidders are advised to carefully review the Terms and Conditions. REFERENCED MATERIALS: The Terms and Conditions are set forth on the auction website at http://www.7551ShelbyAuction.com, and the Terms and Conditions are incorporated by reference in each Agreement to Purchase Real Estate (the ?Purchase Agreement?.) BUYER?S PREMIUM: There is a ten percent (10%) Buyer?s Premium in effect for this online auction. AGREEMENT TO PURCHASE REAL ESTATE: immediately upon the closing of the online auction, the winning bidder will be required to execute an Agreement to Purchase Real Estate consistent with the Terms and Conditions of the auction. ONLINE BIDDING: The Property will be offered for sale via online only auction. Bidding will open on at 9:00 AM EST December 8, 2015 and shall remain open through 4:00 PM EST December 10, 2015, (soft close), unless automatically extended by the placement of a bid within the final three minutes. DOWN PAYMENT: Buyer shall submit within 24 hours of being declared the winning bidder by Auction Company, an earnest money deposit of ten percent (10%) of the gross sales price, paid by wire transfer to Chicago Title Insurance Company, which is to apply toward the Purchase Price and be held in escrow by the Title Company until closing. PREBIDDING DUE DILIGENCE: Bidders are solely responsible for conducting their own due diligence on the Property prior to bid submission. In the event a successful bidder defaults on its obligations to purchase the Property under a Purchase Agreement, Seller shall retain such bidder's Deposit (defined above). EVIDENCE OF TITLE: Seller, at their expense, shall provide an Owner's title insurance policy from Chicago Title in the amount of the purchase price. Title to the Property shall be subject to the standard printed exceptions, real estate taxes not delinquent and easements, restrictions and agreements of record, matters that would be disclosed by a survey and such other exceptions as any national title company may impose DEED: A Warranty deed will be delivered at closing. CLOSING: Closing shall take place on or before December 31, 2015. POSSESSION: Possession shall be given at the time of closing, subject to rights of tenants, if any, in possession or under leases. REAL ESTATE TAXES: Buyer shall assume and pay all real estate taxes and assessments (collectively "Taxes") which are a lien after the date of closing and all subsequent taxes, and Seller shall pay or provide Buyer with a credit for all Taxes which are a lien prior to closing using the most recent current taxes for prorations at closing which shall be final between Seller and Buyer. PRIOR SALE: The Property is subject to prior sale. AGENCY: Auction Company and its representatives are the exclusive agents of the Seller. DISCLAIMER AND ABSENCE OF WARRANTIES: All information contained in this brochure and all related materials are subject to the terms and conditions outlined in the Purchase Agreement. The Property is being sold on an AS IS, WHERE IS basis, and no warranty or representation, either expressed or implied, concerning the Property is made by the Seller or the Auction Company. All sketches and dimensions in the brochure are approximate. Each potential bidder is responsible for conducting his, her or its own independent inspections, investigations, inquiries, and due diligence concerning the Property. The information contained in this brochure is subject to verification by all parties relying on it. No liability for its accuracy, errors, or omissions is assumed by the Seller or the Auction Company. Conduct of the auction and increments of bidding are at the sole and absolute discretion of Auction Company. Seller and Auction Company reserve the right to preclude any person or entity from bidding if there is any concern of Seller or Auction Company as to the viability of the person or entity, including, but not limited to his, her or its credentials, financial ability or fitness. All decisions of the Auction Company are final and not subject to contest, dispute, review or being set aside or reversed. INSPECTIONS: The undersigned waives and agrees to indemnify the owner of the Property and Auction Company from and against any claims, legal or administrative proceedings, losses, liabilities, damages, penalties, fines, liens, judgments, costs or expenses whatsoever (including without limitation, attorneys' fees and costs), whether direct or indirect, known or unknown, foreseen or unforeseen, arising out of, related to or resulting from the inspection of the Property.