Spring Tree Farms

BIDDER REGISTRATION AUCTION TERMS & CONDITIONS
 
Auction to be held on June 16th, at 11AM CST via Live Auction At 979 Wilson Cemetery Rd., Pikeville, TN 37367 Submit via email to admin@SignatureAuctionHouse.com or to a Signature Auctions representative PRIOR TO 5PM CST ON June 15th, 2018
 
 
Bidder Name:                                                                                                                                       (“Bidder”)    
 
Cell phone:                                                                        Work Phone: ____________________________                                                  Email Address:                                                                        Fax Number: ____________________________                                                          Mailing Address: ___________________________________________________________________________                                                                                                                            
 AUCTION TERMS & CONDITIONS 
 
Signature Auctions, LLC, its affiliates, agents, auctioneers and representatives ("Signature") will present the Property(s) for sale by auction (the “Auction") on behalf of the seller of the Property (the "Seller"). Prospective purchasers who register in accordance with these Terms & Conditions will be deemed "Bidders" at the Auction. These Auction Terms & Conditions constitute Signature's and the Seller's entire agreement with the Bidders relative to the Property(s) presented in this Auction. The Auction Terms & Conditions and all other publicized elements of the Auction are subject to amendment by the posting of notices or by oral announcements made before or during the Auction. By participating in the Auction, you acknowledge and agree that you are bound by these Auction Terms  & Conditions as well as any additional terms that may be imposed by the Seller or announced prior to or at the Auction by Signature. 
 
1. Bidding. All bidding is open to the public without regard to race, color, sex, religion, familial status, handicap or national origin. Signature reserves the right to reject any bid in its sole discretion. The Bidder who submits the High Bid accepted by Signature will be the buyer of the Property ("Buyer"). The "High Bid" shall mean the highest bid acknowledged by Signature. By participating in the Auction, each Bidder represents, warrants and covenants that any bid it makes constitutes an irrevocable offer to purchase the Property(s) for the full amount of the bid and that once a High Bid is accepted, the Bidder is obligated to purchase the Property for the amount of the High Bid. In the event of any dispute between Bidders, or in the event of doubt on the part of Signature as to the validity of any bid, Signature will have the final discretion to determine the successful Buyer, cancel the Auction, or to re-offer the subject Property(s) for auction. If any dispute arises after the Auction, the Auction record of Signature shall be conclusive to determine all bidding issues, including but not limited to the High Bid and the Buyer. Signature may allow telephonic, absentee or proxy bids as a convenience to Bidders who are not present at the Auction. Signature is not responsible for any errors or omissions in connection with such bids, including, without limitation, poor connections and/or reception, dropped calls, recording failures, and busy signals and missed calls. 
 
2. Bidder's Paddle. To obtain a bidder's paddle, Bidder must (1) register by signing and submitting to Signature these Auction Terms & Conditions and any required escrow instructions and (2) wire                   $ 100,000 (the "Bidder's Deposit") into the Escrow Agent's account per the wiring instructions below for receipt prior to 5:00 p.m. CST on June 16th, 2018. Signature may, in its discretion, extend this deadline and/or accept a cashier’s check or certified funds in lieu of wire. If Bidder is the Buyer, the Bidder's Deposit shall be handled in accordance with these Auction Terms & Conditions and the Purchase and Sale Contract. If Bidder is not the Buyer, then the Bidder's Deposit shall be refunded by 5:00 p.m. EST on the second business day following the Auction date.
 
Submit via email to www.SignatureAuctionHouse.com. For further information call (855) 243-3069.  Bidder Initials
3. Buyer Premium. Buyer shall pay to Signature a "Buyer Premium" equal to ten percent (10.00%) of the High Bid. Buyer acknowledges and agrees that the Buyer Premium is deemed earned upon conclusion of the Auction and shall be held by Derek L. Spratley, Attorney and disbursed to Signature by him upon closing. If the sale of the Property is not consummated for any reason other than default by the Seller, the Buyer Premium shall nevertheless be due and payable to Signature. The Buyer Premium is not a real estate commission; it is the fee that Signature charges to bidders for bringing the Property(s) to auction. Any applicable real estate commissions will be determined by the parties in a separate agreement in escrow. Signature is not involved in any way in connection with the closing of any real property transaction and all such functions will be handled exclusively by third party real estate brokerage or legal professionals.
4. Furnishings. The Property(s) is being sold unfurnished. Please consult the Purchase and Sale Contract for a complete listing of all personal property included in the purchase of the Property(s).
5. Bid Acceptance; Completion. Once bidding is complete and the Buyer is declared, Buyer will be required immediately to execute the Purchase and Sale Contract, Escrow Instructions and other documents reasonably required by the Escrow Agent, and to initiate a wire transfer to increase the Bidder's Deposit, if required, to ten percent (10.00%) of the Purchase Price (the "Deposit"), both of which must be received no later than 5:00 p.m. EST on June 15th, 2016. Signature may, in its discretion, extend this deadline. Bidder acknowledges that its failure to execute the Purchase and Sale Contract or to pay the Deposit will result in forfeiture of the Bidder's Deposit. The Property is selling with reserve and will be sold to the Bidder with the High Bid at or above $1,000,000. Upon the close of bidding the Buyer and the Seller shall immediately execute the Purchase and Sale Contract. As between Buyer and Seller, the Purchase and Sale Contract supersedes any and all other documents or information (including without limitation these Auction Terms & Conditions) and serves as the definitive document for the purchase and sale of the Property(s). Signature is not a party to the Purchase and Sale Contract. Signature does not guarantee that any sale of the Property will be consummated. The term "Purchase Price" shall mean the High Bid, excluding other amounts payable by the Buyer in connection with closing, such as customary closing costs, escrow/closing fees, property taxes, insurance, transfer fees/taxes in accordance with the Purchase and Sale Contract, and the Buyer Premium payable to Signature. Therefore, Buyer's total obligation toward the purchase of the Property is equal to the Purchase Price, the Buyer Premium and those customary closing costs. To that end, all Bidders are strongly encouraged to review the Purchase and Sale Contract prior to bidding.
8. Closing and Escrow Agent. Closing and escrow services shall be provided exclusively by Derek L. Spratley, Attorney, ("Closing Agent") and Derek L. Spratley, Attorney ("Escrow Agent"), both located at 448.N. Cedar Bluff Lane #356, Knoxville, Tennessee 37923. Closing services are not provided by Signature.
9. Closing Date. The date of closing the purchase of the Property between Buyer and Seller shall be the "Closing Date" set forth in the Purchase and Sale Contract. In certain cases, Seller may extend the Closing Date pursuant to the Purchase and Sale Contract or as otherwise negotiated between Seller and Buyer, in Seller's sole discretion.
10. Default. Failure to comply with these Auction Terms & Conditions by the Buyer will result in a default being declared and the Deposit and Buyer Premium may be retained by Seller and/or Signature in addition to other equitable and legal remedies under applicable law all of which are reserved.
11. Auction Procedures. Signature's verbal announcements made at the Auction will take precedence over all printed material or other previously made statements. Signature reserves the right to waive or modify any

 Submit via email to www.SignatureAuctionHouse.com. For further information call (855) 243-3069.  Bidder Initials                      
previously announced requirements. Seller reserves the right at his/her sole discretion to accept or reject any offers made before the Auction begins. Method, order of Auction, and bidding increments shall be determined by Signature in its sole discretion, including, without limitation, Signature's right to pause and resume bidding during the Auction. Signature reserves the right to reject any bid that is only a minimal increase over the preceding bid, or that Signature believes was made illegally or in bad faith. All decisions of Signature are final as to methods of bidding, cancellation or any other matters that may arise before, during or after the Auction. If Signature perceives attempted collusion, Signature will cancel the Auction or refuse to accept a bid. Collusion between bidders is prohibited by various applicable laws. Signature reserves the right to deny any person admittance to the Auction or expel anyone who Signature believes may disrupt, cause any nuisance or interfere with the Auction in any way or for any other reason in Signature's discretion. The Auction does not begin until Signature accepts the first bid on the day of the Auction. 
 
SIGNATURE AND SELLER RESERVE THE RIGHT TO MODIFY OR AMEND ANY TERMS OF THE AUCTION, THE AUCTION METHOD OR PARTICULAR CONDITIONS OF THE AUCTION UPON ANNOUNCEMENT PRIOR TO OR DURING THE COURSE OF THE AUCTION. SELLER  RESERVES THE RIGHT TO OFFER THE PROPERTY(S) FOR SALE IN ANY MANNER OR METHOD. Prospective bidders should regularly consult www.SignatureAuctionHouse.com  prior to the date of the Auction for the most up-to-date information regarding the Property(s) offered in this Auction, and the Auction method and terms and conditions. 
 
12. Property Inspection/Due Diligence/Disclaimer. It is the Bidder's sole responsibility to perform any inspections Bidder deems pertinent to the purchase of the Property(s) and to be satisfied as to the condition of the Property(s) prior to bidding and to review all due diligence materials provided with respect to the Property. EACH BIDDER ASSUMES ANY AND ALL RISKS ASSOCIATED WITH ANY SUCH INSPECTION. The Property(s), both real and personal (if any), are being sold in their existing "AS IS, WHERE IS, WITH ALL FAULTS" condition, with no expressed or implied guarantees or warranties whatsoever, unless required by law. Personal on-site inspection of the property(s) is strongly recommended and bidders are advised to independently verify all information they deem important. Bidder acknowledges that he/she has reviewed the diligence materials and disclosures provided on www.SignatureAuctionHouse.com; however, Signature, and the Seller assume no liability for errors or omissions in these disclosures or any other property listings or advertising, promotional or publicity statements and materials. Each Property is scheduled to have one or more open houses, and/or showings upon request, pursuant to the schedule posted at www.SignatureAuctionHouse.com. Open house events are hosted solely by third party brokers acting on behalf of Seller and Signature has no responsibility for such open houses, including but not limited to cancellations or changes in times, all of which are the sole responsibility of the third party brokers. Although information has been obtained from resources deemed reliable, neither Signature nor Seller makes any guarantee as to the accuracy of any such information. 
 
In connection with any due diligence, inspection, visit and/or investigation of the Property(s) by Prospective Bidders, Bidders and or any person/entity/representative acting on their behalf (the "Inspectors"), the Prospective Bidders, Bidders, and Inspectors shall (a) ensure that the Property(s) is kept free and clear of liens, (b) ensure that any and all damage arising from such inspection is repaired, and (c) indemnify, defend and hold Seller and Signature harmless from all liability, claims, demands, damages and/or costs directly or indirectly arising there from. Inspectors shall carry, or require anyone acting on Inspector's behalf to carry, policies of liability insurance, workers' compensation and other applicable insurance, defending and protecting Seller and Signature from liability for any injuries to persons or property occurring during any inspection of the Property(s). 
 
By registering as a Bidder and bidding at the Auction, each Bidder shall be deemed to represent, warrant and agree with respect to each Property(s) it bids upon that: (a) such Bidder has reviewed all due diligence materials related to the Property, has inspected the Property and is familiar and satisfied with the physical condition thereof and has conducted such investigation of the Property as the Bidder has determined appropriate, (b) neither Signature nor Seller, nor any affiliate, agent, officer, employee or representative of
Submit via email to www.Signatureluxuryauctions.com. For further information call (865) 293-0069.  Bidder Initials                
either of them, has made any verbal or written representation, warranty, promise or guarantee whatsoever to the Bidder, expressed or implied, and in particular, that no such representations, warranties, guarantees, or promises have been  made with respect to the physical condition, operation, or any other matter or thing affecting or related to the Property and/or the offering or sale of the Property, (c) Bidder has not relied upon any representation, warranty, guarantee or promise or upon any statement made or any information provided concerning the Property(s), including but not limited to information made available on-line at the Auction website, in Auction Advertising, in the Auction brochure, or provided or made available by Signature or by Seller, or their respective affiliates, agents, officers, employees or representatives, (d) Bidder has made its bid after having relied solely on its own independent investigation, inspection, analysis, appraisal and evaluation of the Property and the facts and circumstances related thereto, (e) Bidder has actual authority to enter a bid and to enter into the Purchase and Sale Contract, (f) Bidder has the capacity to close the transaction pursuant to the Purchase and Sale Contract, (g) any information provided or to be provided by or on behalf of the Seller with respect to the Properties including, without limitation, all information contained on-line at the Auction website, in Auction advertising, or any other printed or online materials being made available to Bidder by Seller and Signature, was obtained from Seller and/or Seller's agents, and Signature has not made any independent investigation or verification of such information, and makes no representations as to the accuracy or completeness of such information, (h) without limiting the generality of the foregoing, neither Signature nor Seller shall be under any obligation to disclose to any Bidder, and shall have no liability for its failure to disclose to any Bidder, any information known to them relating to any Property except as may be required by law, and (j) Seller and Signature are not liable or bound in any manner by any oral or written statements, representations or information pertaining to the Property(s), or the operation thereof, made or furnished by any real estate broker, agent, employee, or other person. 
 
WITHOUT LIMITING ANY OTHER PROVISION OF THESE AUCTION TERMS & CONDITIONS OR THE PURCHASE AND SALE CONTRACT, ALL BIDDERS ACKNOWLEDGE AND AGREE THAT THEY ARE BIDDING FOR AND, WHEN THE HIGH BIDDER IS CONFIRMED BY THE  SIGNATURE, WILL ACQUIRE THE PROPERTY, INCLUDING THE IMPROVEMENTS CONSTRUCTED ON THE PROPERTY AND ALL APPLIANCES AND BUILDING SYSTEMS, IN ITS STATE AND CONDITION AS OF AUCTION DAY, WITH ALL DEFECTS, BOTH PATENT AND LATENT, AND WITH ALL FAULTS, WHETHER KNOWN OR UNKNOWN, PRESENTLY EXISTING OR THAT MAY HEREAFTER ARISE (TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW). ALL PROSPECTIVE BIDDERS ACKNOWLEDGE AND AGREE THAT SIGNATURE HAS NOT MADE, DOES NOT MAKE AND SPECIFICALLY NEGATES AND DISCLAIMS ANY REPRESENTATION, WARRANTY, PROMISE, COVENANT, AGREEMENT OR GUARANTY OF ANY KIND OR CHARACTER WHATSOEVER, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, PAST, PRESENT OR FUTURE, OF, AS TO, CONCERNING OR WITH RESPECT TO THE. PROPERTY, INCLUDING WITHOUT LIMITATION: (A) THE VALUE, NATURE, QUALITY OR CONDITION OF THE PROPERTY, INCLUDING, WITHOUT LIMITATION, THE WATER, SOIL AND GEOLOGY; (B) THE INCOME TO BE DERIVED FROM THE PROPERTY, IF ANY; (C) THE SUITABILITY OF THE PROPERTY FOR ANY AND ALL PURPOSES, ACTIVITIES AND USES WHICH BIDDER MAY CONDUCT THEREON; (D) THE COMPLIANCE OF OR BY THE PROPERTY OR ITS OPERATION WITH ANY LAWS, RULES, ORDINANCES OR REGULATIONS OF ANY APPLICABLE GOVERNMENTAL AUTHORITY OR BODY; (E) THE HABITABILITY, MERCHANTABILITY, MARKETABILITY, PROFITABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE PROPERTY; (F) THE MANNER OR QUALITY OF THE CONSTRUCTION OR MATERIALS, IF ANY, INCORPORATED INTO THE PROPERTY; (G) THE MANNER, QUALITY, STATE OF REPAIR OR LACK OF REPAIR OF THE PROPERTY; (H) THE EXISTENCE OF ANY VIEW FROM THE PROPERTY OR THAT ANY EXISTING VIEW WILL NOT BE OBSTRUCTED IN THE FUTURE; (I) ANY OTHER MATTER WITH RESPECT TO THE PROPERTY, (J) THE STRUCTURAL INTEGRITY OF ANY IMPROVEMENTS ON THE PROPERTY, (K) THE CONFORMITY OF THE IMPROVEMENTS TO ANY PLANS OR SPECIFICATIONS FOR THE PROPERTY THAT MAY BE PROVIDED TO BIDDER, (L) THE CONFORMITY OF THE PROPERTY TO APPLICABLE ZONING OR BUILDING CODE REQUIREMENTS, (M) THE EXISTENCE OF SOIL INSTABILITY, PAST SOIL REPAIRS, SUSCEPTIBILITY TO LANDSLIDES,

 Submit via email to www.Signatureluxuryauctions.com. For further information call (865) 293-0069.  Bidder Initials                 
SUFFICIENCY OF UNDER-SHORING, SUFFICIENCY OF DRAINAGE, OR ANY OTHER MATIER AFFECTING THE STABILITY OR INTEGRITY OF THE LAND OR ANY BUILDINGS OR IMPROVEMENTS SITUATED THEREON, (N) WHETHER THE PROPERTY IS LOCATED IN A SPECIAL STUDIES ZONE UNDER THE PUBLIC RESOURCES CODE OR A SEISMIC HAZARDS ZONE OR A STATE FIRE RESPONSIBILITY AREA, OR A SPECIAL FLOOD HAZARD ZONE OR (0) THE PRESENCE OF TERMITES OR OTHER PESTS AND ANY DAMAGE TO THE PROPERTY AND/OR ITS IMPROVEMENTS THAT MAY HAVE OCCURRED AS A RESULT. BIDDER ACKNOWLEDGES THAT THE PROPERTY AND ITS IMPROVEMENTS MAY NOT BE IN COMPLIANCE WITH APPLICABLE ZONING, BUILDING, HEALTH OR OTHER LAWS OR CODES, AND NEITHER SELLER, SIGNATURE NOR ANY OF THEIR RESPECTIVE REPRESENTATIVES OR AGENTS HAVE OCCUPIED THE PROPERTY AND THE PROPERTY MAY NOT BE IN HABITABLE CONDITION. ALL PROSPECTIVE BIDDERS FURTHER ACKNOWLEDGE AND AGREE THAT, WITHOUT LIMITATION, SELLER AND SIGNATURE HAVE NOT MADE, DO NOT MAKE, AND SPECIFICALLY DISCLAIM ANY REPRESENTATIONS REGARDING COMPLIANCE WITH THE AMERICANS WITH DISABILITIES ACT OR WITH ANY ENVIRONMENTAL PROTECTION, POLLUTION OR LAND USE LAWS, RULES, REGULATIONS, ORDERS OR REQUIREMENTS, AS DEFINED BY THE U.S. ENVIRONMENTAL PROTECTION AGENCY REGULATIONS OR THE DISPOSAL OR EXISTENCE, IN OR ON THE PROPERTIES, OF ANY HAZARDOUS SUBSTANCE, AS DEFINED BY THE COMPREHENSIVE ENVIRONMENTAL RESPONSE COMPENSATION AND LIABILITY ACT OF 1980, AS AMENDED, AND REGULATIONS PROMULGATED THEREUNDER. EACH PROSPECTIVE BIDDER AND ANYONE CLAIMING BY, THROUGH OR UNDER THE  SAME HEREBY FULLY AND IRREVOCABLY RELEASE SELLER AND SIGNATURE, AND THEIR RESPECTIVE AFFILIATES, EMPLOYEES, OFFICERS, DIRECTORS, REPRESENTATIVES, ATIORNEYS AND AGENTS, FROM ANY AND ALL CLAIMS THAT HE/SHE/IT OR THEY MAY  NOW HAVE OR HEREAFTER ACQUIRE AGAINST SELLERS AND/OR SIGNATURE, AND/OR THEIR RESPECTIVE AFFILIATES, EMPLOYEES, OFFICERS, DIRECTORS, REPRESENTATIVES, ATIORNEYS AND AGENTS, FOR ANY COST, LOSS, LIABILITY, DAMAGE, EXPENSE,  DEMAND, ACTION OR CAUSE OF ACTION ARISING FROM OR RELATING TO THE CONDUCT OF THE AUCTION AND/OR THE CONDITION OF THE PROPERTY, INCLUDING BUT NOT LIMITED TO ANY CONSTRUCTION DEFECTS, ERRORS, OMISSIONS OR OTHER  CONDITIONS, INCLUDING BUT NOT LIMITED TO ENVIRONMENTAL MATTERS, AFFECTING THE PROPERTY, OR ANY PORTION THEREOF. THIS RELEASE INCLUDES CLAIMS OF WHICH PROSPECTIVE BIDDER IS PRESENTLY UNAWARE OR DOES NOT PRESENTLY  SUSPECT TO EXIST IN HIS/HER/ITS FAVOR WHICH, IF KNOWN BY PROSPECTIVE BIDDER, WOULD MATERIALLY AFFECT PROSPECTIVE BIDDER'S RELEASE OF SELLERS AND SIGNATURE.  EACH PROSPECTIVE BIDDER SHOULD CONSIDER THESE MATIERS WHEN  REGISTERING AS A BIDDER AND BEFORE PLACING BIDS. BIDDER ACKNOWLEDGES THAT THIS RELEASE AND DISCLAIMER IS INTENDED TO BE VERY BROAD AND BIDDER EXPRESSLY WAIVES AND RELINQUISHES ANY RIGHTS OR BENEFITS IT MAY HAVE UNDER ANY STATE OR FEDERAL LAW OR LEGAL PRINCIPLE DESIGNED TO INVALIDATE RELEASES OF UNKNOWN OR UNSUSPECTED CLAIMS TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW. 
 
13. Sales Associate/Broker Commission. A two percent (2%) commission/referral fee will be paid from the High Bid to any properly registered and licensed real estate Sales Associate or Broker in the jurisdiction in which the Property is located and whose client is the successful Buyer at the Auction and whose client completes the purchase of the Property(s). Title to the Property(s) must be transferred and the client must pay the Purchase Price for the Property(s) for such commission/referral fee to be paid. 
 
 In order to be entitled to any commission/referral fee, the Real Estate Broker must:   a.   Register his or her client by completing and executing these Terms & Conditions in full. 

 Submit via email to www.Signatureluxuryauctions.com. For further information call (865) 293-0069.  Bidder Initials                 
b.   Submit this executed form via EMAIL to Signature at admin@SignatureAuctionHouse.com , or directly to a Signature representative, for receipt prior to 5:00pm CST on June 15th, 2018.                                                         Signature may, in its discretion, extend this deadline.   c.   Abide by these Auction Terms & Conditions.  d.   The Real Estate Broker's client must close the purchase of the Property in accordance with the Purchase and Sale Contract.  e.   Comply with all applicable laws and regulations relating to broker duties and commissions.       Signature is not acting in any capacity as an agent or broker for any Bidder. Signature is not acting in       any capacity as a broker for the Seller. Please note the amount or rate of real estate commissions is not        fixed by law. They are set by each broker individually and may be negotiable between the client and       broker. 
 
              14. Title. Title will be free and clear of all liens and encumbrances, except as set forth in the Purchase and Sale Contract, and Seller will convey good and marketable, fee simple title in accordance with the Purchase and Sale Contract. 
 
15. No Contingencies. BUYER'S PURCHASE OF THE PROPERTY IS A CASH TRANSACTION WITH NO CONTINGENCIES OR CONDITIONS including, without limitation, a contingency for financing or inspections.
 
16. Dispute and Withdrawal. Signature may, in the event of any dispute between bidders, determine the successful bidder or re-offer the subject Property(s) for auction. Should there be any dispute after the Auction, Signature's record of the High Bid, and the Purchase Price shall be conclusive to resolve the dispute. Signature reserves the right to withdraw the Property(s) before or at the Auction in its sole discretion and shall have no liability whatsoever for such withdrawal. 
 
17. Cancellation/Postponement. SIGNATURE AND SELLER RESERVE THE RIGHT TO CANCEL, POSTPONE OR WITHDRAW THE PROPERTY(S) UP TO THE START OF THE AUCTION. SELLER RESERVES THE RIGHT TO SELL THE PROPERTY(S) IN ANY MANNER IT SO DESIRES BEFORE OR UP TO THE START OF THE AUCTION. 
 
As stated above, Signature has the right to postpone the Auction at their discretion. Should Signature choose to postpone the Auction, any Opening Bid shall remain active and irrevocable for a period of time not to exceed 45 days from June 16th, 2018.
 
If the Auction is postponed, and the rescheduled date more than 45 days from, Bidder may be permitted to make a new Opening Bid pursuant to the Auction Terms and Conditions for the rescheduled auction. Please refer to the Auction Terms & Conditions below for further clarification and instruction. 
 
18. Applicable Laws. The respective rights and obligations of the parties with respect to these Auction Terms & Conditions and the conduct of the Auction shall be governed, enforced and interpreted by the laws of the state of Tennessee, without regard for conflicts of law principles. 
 
19. PRESS RELEASES/PROMOTION. Each attendee of the Auction shall be deemed to have consented to the issuance of press releases and other public communications by Seller, Signature and/or their agents regarding the Auction and the Property(s) offered or sold at the Auction. By executing these Auction Terms & Conditions each attendee of the Auction authorizes and consents to the recording of such attendee's participation and appearance on video tape, audio tape, film, photograph or any other medium and  the exhibition or distribution of such recording without restrictions or limitation for any promotional purpose which Signature and those acting pursuant to its authority, deem appropriate. Bidder hereby releases and discharges Signature, its officers, employees and agents, from any and all claims and demands arising out of or in connection with the use of such photographs, film or tape, including but not limited to any claims for defamation or invasion of privacy or rights to publicity. 

 Submit via email to www.Signatureluxuryauctions.com. For further information call (865) 293-0069.  Bidder Initials                 
 
20. LIMITATION OF LIABILITY. Neither Signature nor Seller shall be liable for any damages of any type or nature (whether in contract, tort or otherwise) sustained or claimed by any Bidder or any other person or entity in connection with the Auction and/or the sale of any Property(s) and/or the failure of any party to complete the sale of any Property(s). Without limiting the foregoing, in no event shall Signature's liability to any Bidder for any act or omission occurring in connection with the Auction exceed the amount  that such Bidder has paid to Signature as a deposit or as payment for a Property(s). Offers made at the Auction are void where prohibited by law. IN NO EVENT WILL SIGNATURE BE LIABLE FOR ANY DAMAGES INCLUDING, WITHOUT LIMITATION, ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES, LOSSES  RELATED TO BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION OR LOST PROFITS ARISING OUT OF OR IN CONNECTION WITH THE SALE OF THE PROPERTY OR THE AUCTION, OR OUT OF ANY BREACH OF WARRANTY, EVEN IF SIGNATURE HAS BEEN   ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 
 
21. NOT AN OFFER TO SELL; SOLICITATION ONLY. Any information on any website, in any brochure, e-mail or postcard and any and all information available regarding the Properties shall not constitute an offer to sell or a solicitation of any offer to buy any of the Properties referenced herein. In addition, and without limiting the foregoing, any website, advertisement or brochure shall not constitute an offer to sell or a solicitation of any offer to buy nor shall there be any Auctions of any of the Properties in any state in which such offer, solicitation, or Auction would be unlawful. Offers made at the Auction are void where prohibited by law. 
 
22.  LICENSING. For information about Signature's licensing and bonding, please contact Signature. 
 
23. THIRD PARTIES. Signature and/or Seller may provide and/or designate certain third parties to provide ancillary services in connection with a Property(s) Auction and/or links to the websites or products or services of others. Any such designations do not constitute an endorsement by Signature or Seller of such third-party service providers, or the products, or services of such third parties. These third parties operate independently of Signature and Seller and have established their own terms and conditions and policies. Bidder acknowledges and agrees that Signature and Seller are not responsible for any damages or losses caused or alleged to have been caused by the use of any Third-Party Services. 
 
24. SEVERABILITY. If any provision of these Auction Terms & Conditions is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision shall be enforced to the maximum extent permissible to affect the intent of these Terms & Conditions, and the remainder of these Auction Terms & Conditions shall continue in full force and effect. 
 
25. ENTIRE AGREEMENT. These Auction Terms & Conditions, together with any additional terms and conditions specific to a particular auction (which are incorporated herein by reference and can be found through one or more links on the detail page for the auction in question), constitute the entire agreement between Signature and Bidder regarding its subject matter and supersede and replace any and all prior or contemporaneous agreements between the parties regarding such subject matter. 
 
26. ARBITRATION; VENUE; PREVAILING PARTY. The parties agree to submit all controversies, disputes, claims and matters of difference arising out of or relating to these Terms & Conditions, including but not limited to its enforcement, scope and/or interpretation, exclusively to arbitration in County of Knox, State of Tennessee, in accordance with the Commercial Arbitration Rules of the American Arbitration Association from time to time in effect (the "Arbitration Rules"). The parties may agree on a retired judge as sole arbitrator. In the absence of such agreement, there will be three arbitrators, selected in accordance with the Arbitration Rules. If there are three arbitrators, a decision reached by at least two of the three arbitrators will be the decision of the arbitration panel. The parties agree to abide by all decisions reached and awards rendered in such arbitration proceedings, and all such decisions and awards will be final and binding on both parties. Judgment upon the award may be entered in any court of competent jurisdiction or

 Submit via email to www.Signatureluxuryauctions.com. For further information call (865) 293-0069.  Bidder Initials                 
application may be made to such court for a judicial acceptance of the award and an order of enforcement. By bidding at an auction, whether present in person, or by agent, by proxy, by written bid, telephone bid, or other means, the Bidder shall be deemed to consent to the jurisdiction of the state and federal courts located in the County of Knox, State of Tennessee (and of the appropriate appellate courts therefrom) in any such action or proceeding (including an action to compel arbitration) and waives any objection to venue. Process in any action or proceeding may be served personally or by registered mail anywhere in the world. In the event of any such arbitration or any permitted court action, the prevailing party shall be entitled to reimbursement from the non-prevailing party of all reasonable attorney's fees and costs/expenses of  the prevailing party and any award of the arbitrator(s) or court will include costs and reasonable attorneys' fees to the prevailing party. If any Party files a court action arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, to compel or stay arbitration, or to confirm, vacate or modify an arbitration award (except for a non-contested application to confirm or to seek payment of any attorneys' fees and/or costs awarded by the arbitrator(s) but not paid by the non-prevailing party in the arbitration, or in the event any Party seeks enforcement of any arbitration award or judgment arising out of an arbitration award, reasonable attorney's fees and other costs incurred by the prevailing Party in such court action or in connection with such judgment enforcement shall be reimbursed by the non-prevailing Party. THE PARTIES UNDERSTAND THAT, ABSENT THIS AGREEMENT, THEY WOULD HAVE THE RIGHT TO SUE EACH OTHER IN COURT, AND THE RIGHT TO A JURY TRIAL, BUT THEY GIVE UP THOSE RIGHTS VOLUNTARILY AND AGREE TO RESOLVE ANY AND ALL GRIEVANCES BY ARBITRATION. 
 
[Signature Page & Escrow Agent Wire Instructions to follow] 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 Submit via email to www.Signatureluxuryauctions.com. For further information call (865) 293-0069.  Bidder Initials                 
 
 
By signing below, I have read, understood and agree to the above Auction Terms & Conditions and understand that the Auction Terms & Conditions shall be made part of the Purchase and Sale Contract for the purchase of this Property(s). I will not claim any exceptions to the procedures outlined in this document unless made in writing & signed by Seller.   
 
                                                                                                                                                                                                                                                                Bidder Name                                                  Bidder Signature     Date
 
 
                                                                                                                                                                                                                                                                            Bidder Name                                                  Bidder Signature     Date
 
IF BIDDER(S) IS REPRESENTED BY A SALES ASSOCIATE OR BROKER: 
 
Sales Associate/Broker:                                                                                                                                          
 
Email Address:                                                                     License Number: ___________________                                   
 
Cellular Phone:                                                                     Work Phone: ______________________                                    
 
Firm or Company:                                                                    Broker Number: ___________________                               
 
Company Address: _____________________________________________________________________                                                                                                                            
 
Company Phone:                                                                    Tax ID Number:                                     
 
 
 
                                                                                                               __________________________                               Sales Associate/Broker Signature      Date   
 
  ESCROW AGENT WIRE INSTRUCTIONS  RETURN WIRE INSTRUCTIONS (if applicable) $100,000 must be received  prior to 5:00 pm CST on June 15th, 2018                                  
 
Derek L. Spratley, Attorney
 
PAY VIA FED WIRE  To First Tennessee Bank National Association Bank Name: ___________________________________                                                                P.O. Box 84 Memphis, Tennessee 38101   Phone/Contact: ___________________________________                                                              ABA Number: 084000026       Bank Address: ___________________________________                                                                
 
 
FOR FURTHER CREDIT OF    ABA Number: ___________________________________                                                              Derek L. Spratley, Attorney Trust Account  Account No.: 004208439    Account Name: ___________________________________                                                                Regarding: Spring Tree Farms                                                      

 Submit via email to www.Signatureluxuryauctions.com. For further information call (865) 293-0069.  Bidder Initials                 
      Account #: ___________________________________                                                                Attn: Derek L. Spratley, Attorney