Prospectus for 2-22-2018 Hicklin Real Estate Auction, Lexington, MO

LAFAYETTE COUNTY LAND AUCTION

THE HICKLIN FARM, LEXINGTON, MO T51N – R27W – Section 25

105 Surveyed Acres

for the d e r e f f O e first tim29 8 since 1

63 Acres m/l

42 Acres m/l Tillable

Timber, Draws, and Magnificent MO River Bluff Hunting Ground

THURSDAY, FEBRUARY 22, 2018 • 10:00am MOOSE LODGE, 2510 MAIN ST., LEXINGTON, MO 64067 Seller: John R. Hicklin Jr. Trust Marcia Hicklin Trustee For Sale Information Contact

Mike Williams

816-797-5450 mike@wheelerauctions.com mike@wheelerauctions.com

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TABLE OF CONTENTS Hicklin Land Overview............................................................................................4-6 Auction Terms and Conditions .............................................................................7 Survey .....................................................................................................................8 Parcel Legal Descriptions .....................................................................................9 Parcel, FSA, Plat, and Assessors Map..................................................................10 Soil Map and Legend ..............................................................................................11 Photo Gallery ..........................................................................................................12-13 Auction Sale Contract ............................................................................................14-18

It is with great pleasure that Wheeler Auction and Real Estate is a part of this land offering of 105 acres of The Hicklin Farm.

Dating back to its purchase in 1829 by James Hicklin, one of Lexington’s first settlers, this acreage is part of the original 320 acres and the center of well over 1,000 acres that was acquired by Mr. Hicklin in his lifetime.

Today, the ag land is highly productive, offering outstanding location just outside of Lexington and has recreational opportunities second to none.

We hope you will plan to be with us at 10 a.m. on Thursday, February 22, 2018 as we sell this historic acreage.

Chas and Mike

For Sale Information Contact: Wheeler Auction Representative,

Mike Williams • 816-797-5450

mike@wheelerauctions.com • Website: www.wheelerauctions.com SALE DAY CELL PHONES

Chas Wheeler 573-473-2508 Mike Williams 816-797-5450 Charlie Nordwald 636-795-4552 Kirby Fecht 217-248-2906 Sonny Ketchum 523-721-2021 2

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HICKLIN HISTORY

Gilead Rupe

James Hicklin

Young Ewing Hicklin

James Hicklin was born in Blount County, TN on January 7, 1795 and left an important legacy. Not much is known of his early life except that he served as a private in the War of 1812 and with the Georgia State Militia in 1813. As a young man of 24, James traveled by horseback from Tennessee to settle near his uncle Gilead Rupe, Lexington’s first settler. He traveled with his father John (d. 1824), brothers Jonathon and John and other family members. Their party traveled via covered wagon with the Ish family to become a part of Lexington’s earliest settlers.

James liked to claim that he entered his career with no advantages, neither of birth, education (he could not read or write), or marriage. But his stubborn determination to rise in the world produced material results. By the 1830’s, he had married, acquired a farm, built a log house on it, and had done some trading in slaves. He engaged in diversified agriculture (tobacco and hemp), and was not a plantation owner as his home might suggest. Despite its imposing appearance, his home was in actuality only a modest sized farm house that eventually had to accommodate a very large family.

James worked as a surveyor of both roads and land and in 1829, purchased the land on which the Hicklin home stands. His holdings eventually grew from 320 acres to well over 1,000 acres.

Young Ewing Hicklin, the son of James and Agnes Rebecca Cropp Hicklin, was born in Lexington on July 29,1842. He purchased the Hicklin Farm from his siblings upon his father’s death in 1875.

Gilead Rupe, Lexington’s first settler and Uncle to James Hicklin.

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HICKLIN LAND OVERVIEW

Offering 105 Surveyed Acres T51N – R27W – Section 25 42 acres m/l as Tillable 63 acres m/l as Timber, Draws, and Recreational Land

Physical address for the purpose of GPS location: 14699 HWY 24, Lexington, MO 64067 Location: Farm is on the East edge of the Lexington City Limits. It is 1 mile east of the HWY 13 and HWY 24 overpass and is not in the city limits. It is fronted by HWY 24 on the South and Dwarf Lake Rd. on the East.

Mo-Dot has granted an entrance determination for access to the field on the west side of the property from HWY 24. The new buyer will be responsible for this ingress/egress entrance and protocol for the Missouri One-Call 800-344-7483 for buried lines and cables. An entrance permit will be required by the new owner.

Hwy 24 Field Entrance US24 is not limited access in this area, so all that is needed is a permit for the construction of the field entrance. I have located a spot that meets our sight distance requirements on top of the hill. The center of the entrance should be where the fiber optic cable marker is placed. The new owner shall contact me or someone at MoDOT to obtain a permit to install this entrance. No pipe culvert will be necessary at this location. New owner will need to work with the utility companies to adjust any utilities necessary to build the entrance.

Missouri Department of Transportation, Lees Summit Office, Permit Department, Vernon Koch 816-607-2190

East side access Field access is on the NE corner of the property along Dwarf Lake Road. This access needs to widened to accommodate larger machinery.

Selling Method: Land will sell by the Dollar Value per Acre and multiplied by 105 Surveyed Acres to determine the final selling price.

Contracts: We will write the land sale contract immediately following the conclusion of the auction.

Showing: This property can be seen along HWY 24 on the South and Dwarf Lakes Road on the East.

Feel free to view this 105 acre parcel at your leisure via walking or XUV vehicle only.

Please be respectful of the private property, home and outbuildings that are NOT included in the offering.

Please do NOT TRESPASS on the private property, NOR contact the OWNER. Seller is not responsible for accidents while viewing the property.

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Tenant Agreement: There are no tenant agreements in place for 2018 crop year.

Special Note: The current tenant farming the remaining Hicklin ground, Ron Summers, would like to submit a proposal to farm the selling parcel in the case where a non-farming buyer is the purchaser.

Farm is enrolled in the USDA/FSA Price Loss Coverage for both Corn and Soybeans Base Acres are currently divided equally @ 31.71 acres for both Corn and Soybeans totaling 63.42 acres.

Past Crop Yields:

2014 - Corn @ 228 bu/acre Soybeans @ 50 bu/acre

2015 - Corn @ 163 bu/acre Soybeans @ 56 bu/acre

2016 - Corn @ 203 bu/acre Soybeans @ 54 bu/acre

2017 - All acres in Soybeans @ 45 bu/acre

All yield history is from the entire tillable acreage farmed by current & past tenants.

Water: Rural Water District #2 would service the property but there is not a meter or rural water currently on the property.

KCPL Utilities would service the property but are not currently on the property.

Lexington R-V School District Zoned agriculture Taxes: Seller is responsible for the 2017 Taxes and the new buyer will assume the 2018 taxes and beyond.

Taxes for 2016 totaled $1715.10 and included acreage of 141, the Hicklin home, outbuildings, and Tabo Watershed. Taxes for the 105 acres will be considerably less for 2018 but yet to be determined by the Lafayette County Assessor.

The Land: The Hicklin farm ground, 42 acres m/l is productive and has been well cared for. The tiling and terracing in place has proven very beneficial. The tillable land is easy to farm and accommodates large machinery. Its location and access to convenient grain markets are assets regardless of the size of your operation. The crop yield history presented in this prospectus is comparable to or exceeds most grain production in Lafayette County. The soil type for the tillable land is rich and deep. It is located along the Missouri River Corridor that receives valuable rainfall during the growing season when other areas do not. Whether you are looking to buy a small land parcel with farming as a means to service the debt on your recreational land or if you wish to add more land to your portfolio, the crop land in this farm will prove rewarding.

63 acres m/l of unique recreational land makes up the balance of the Hicklin farm that will sell at auction.

These 63 acres m/l mirrors the landscape in the movie “Ride with the Devil�. Hunters over the years have enjoyed the harvest of trophy deer, turkey, quail, and mushrooms. For the horse lovers, trail riding could be scenic, exciting, challenging and rewarding. The deep draws, terrain, and drainage lends itself to future lake possibilities for fishing and waterfowl.

The Cemetery & Mausoleum: Not included in the land sale but on the North end of the tillable acres is the family cemetery. .28 acre around the cemetery has been surveyed and will remain with the property of the homestead. A 12 ft. wide ingress/egress easement from the homestead property to the cemetery is in place. It is marked on the survey presented in this prospectus.

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To:

JR Hicklin Trust Beneficiaries

Timber: The timber is completely in tact. Two recent bids to harvest the timber were submitted to the FR: Marcia Hicklin, Trustee Trustee. It was determined the standing mature timber consisting of Red Oak, White Oak, Hickory, November 7, 2017 Cottonwood, Basswood, and Walnut was abundant and if available for harvest, would secure from $25,000 Re: Timber Harvest Findings JR Hicklin Trust Beneficiaries to as much asTo: $50,000 in revenue depending on how much of the timber was selected. A determination to leave the timber as it stands and allow the new purchaser the option to either reap financial _____________________________________________________________________________________ FR: Marcia Hicklin, Trustee rewards with a harvest or keep the pristine hunting ground and landscape in place for recreational Re: Timber Harvest Findings and wildlife benefits. _____________________________________________________________________________________

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Timber Consultant Chris Lohman, October 13, 2017

Dear Marcia, It was a pleasure to meet with you and walk your property this week. I was able to walk most of the woods on Monday aLernoon, measure several trees, take some quick sampling points, and get a feel for what your woods consists of.

A majority of the merchantable Pmber consists of red oak. There is also some white oak, and a small amount of hickory, coQonwood, basswood, and other hardwoods. Walnut is also common throughout the stand, and especially abundant in the northwestern corner of the property close to the crop field.

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Based on my sampling, I esPmate that there is somewhere around 3,000 board feet per acre of merchantable Pmber. If a Pmber sale was conducted and every merchantable tree was harvested (essenPally clear cut the property), I would expect the sale to generate somewhere in the range of $50,000to $60,000. If we completed a more selecPve sale as we discussed, I would expect less in total revenue, and the total sale revenue will depend on how much Pmber we mark and include in the sale. As a point of reference, many of the Pmber sales I have completed for other clients over the last few years with similar type of Pmber have brought a return of $300-$500 per acre ($24,000 to $40,000 for an 80-acre Pmber sale). www.wheelerauctions.com

AUCTION TERMS AND CONDITIONS

Down Payment: Ten percent (10%) nonrefundable down payment the day of auction, upon signing a purchase agreement immediately following the close of bidding. The down payment may be paid in the form of personal check, business check, or cashiers check. The remainder of the purchase price is payable at closing within 30 days. YOUR BIDDING IS NOT CONDITIONAL UPON FINANCING. Be sure you have arranged financing, if needed, and are capable of paying the balance at closing.

Farm sells with confirmation of bid price by the sellers.

There is no buyers premium - What you bid is what you pay.

Title: Sellers shall provide and execute a proper deed conveying the real estate to the buyer(s). Seller to pay for title insurance. Buyer and seller will split the closing costs.

Possession: Immediate possession will be given. There are no tenant rights or rental agreements in place on the farm ground for 2018.

Real Estate Taxes: The real estate taxes for the year 2017 are paid. The buyer(s) will be responsible for 2018 and all periods thereafter.

Mineral Rights: The sale shall include 100% of the mineral rights owned by the sellers.

Easements: Sale of the property is subject to any and all easements of record.

Acreage: All acreage is determined from survey.

Closing: Anticipated closing date shall be on or before Friday, March 23, 2018 or on a date mutually agreed upon by the buyer(s) and the sellers conducted at the office of Truman Title Co. Inc., 545 South 13 HWY, Lexington, MO 64067 Agency: Wheeler Auctions & Real Estate and Summers Auctioneers and its representatives are Exclusive Agents for the sellers.

Disclaimer: The property is being sold on an “as is, where is” basis, and no warranty or representation, either express or implied, concerning the property is made by either the sellers or the auction company.

Each bidder is responsible for conducting its own independent inspections, investigations, and all due diligence concerning the property and the auction. Information contained in this brochure is subject to verification by all parties relying on it. Diagrams/dimensions in this brochure are approximate. Acreage is estimated. All information contained in this brochure and any related materials are subject to the terms and conditions of sale outlined in the purchase contract. Auction conduct and bidding increments are at the sole direction and discretion of the auctioneer. All decisions of the auctioneer are final.

The sellers and the Auction Company reserve the right to preclude anyone from bidding if there is a question as to the person’s credentials, fitness, intent, etc.

New Data, Corrections and Changes: Please arrive prior to scheduled auction time to inspect any changes, corrections or additions to the property information. ALL ANNOUNCEMENTS AND INFORMATION GIVEN FROM THE AUCTION PODIUM SHALL TAKE PRECEDENCE OVER PREVIOUSLY PRINTED OR STATED ADVERTISEMENT.

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SURVEY

Tract 1 sells on February 22, 2018.

Tract 2 on this survey containing the home, outbuildings, as well as the Southeast parcel shown on this survey are NOT included in the auction.

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PARCEL LEGAL DESCRIPTIONS

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PARCEL & FSA MAP

Maps and boundaries are for illustration purposes only

ASSESSORS MAP

105 Surveyed Acres

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PLAT MAP

SOIL MAP Soils Map

State: County: Location: Township: Acres: Date:

Missouri Lafayette 25-51N-27W Lexington 169.42 11/1/2017

Soils data provided by USDA and NRCS.

Area Symbol: MO107, Soil Area Version: 17 Area Symbol: MO107, Soil Area Version: 17 Code

Soil Description

Acres Percent of field

Non­Irr Class Non­Irr Alfalfa Caucasian Legend Class *c hay bluestem

Common bermudagrass

Orchardgrass red clover

Tall Warm fescue season grasses

10098 Marshall silty clay loam, 2 to 5 percent slopes

75.63

44.6%

IIe

10047 Knox silt loam, 20 to 25 percent slopes, severely eroded

40.51

23.9%

VIe

7

8

7

7

7

8

10055 Knox silt loam, 5 to 9 percent slopes, eroded

26.41

15.6%

IIIe

7

8

7

7

7

8

10057 Knox silt loam, 9 to 14 percent slopes, severely eroded

12.02

7.1%

IVe

7

8

7

7

7

8

10094 Marshall silt loam, 5 to 9 percent slopes, eroded

6.93

4.1%

IIIe

7

8

7

7

7

8

10041 Knox silt loam, 14 to 20 percent slopes, eroded

4.31

2.5%

IVe

7

8

7

7

7

8

10042 Knox silt loam, 14 to 20 percent slopes, severely eroded

1.92

1.1%

VIe

7

8

7

7

7

8

10056 Knox silt loam, 9 to 14 percent slopes, eroded

1.69

1.0%

IIIe

7

8

7

7

7

8

Weighted Average

3.9

4.4

3.9

3.9

3.9

4.4

*c: Using Capabilities Class Dominant Condition Aggregation Method Soils data provided by USDA and NRCS.

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PHOTO GALLERY

Bean field on West property line

Hwy 24 with survey marker

Beans along Dwarf Lake Rd.

Northeast farm entrance along Dwarf Lake Rd.

East view along 24 Hwy

Dense foliage and trees throughout the timbered area

North view from Hicklin Rd.

Hicklin Mausoleum & Cemetery 12

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South view from the Cemetery

Survey marker for .28 acres around the Cemetery

PHOTO GALLERY

Terraced with tile outlets

SE corner survey marker at Hwy 24

11 tillable acres on the East side of property

30 tillable acres on the West side of property

This acreage is naturally fertile, beautiful, and offers optimum diversity for any discriminating buyer. mike@wheelerauctions.com

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AGREEMENT TO PURCHASE REAL ESTATE AT PUBLIC AUCTION

THIS AGREEMENT TO PURCHASE REAL ESTATE AT PUBLIC AUCTION (later called the “Agreement”), made and entered into as of this 22nd day of February, 2018 by John R. Hicklin, Jr. Trust, Marcia Hicklin Trustee (collectively later called the “Seller”), and ___________________________________________________________________________________ ___________________________________________________________________________________ (later called the “Purchaser”), as the highest bidder on the property (as defined in Paragraph 1) at the public auction on this date (the “Auction”), is made subject to the following terms, covenants and conditions: 1. PROPERTY: Seller agrees to sell and Purchaser agrees to purchase one parcel of 105 surveyed acres. Sold on a per acre basis with 105 surveyed acres of real estate situated in Lafayette County, Lexington, Missouri. Purchaser hereby acknowledges and understands that the Property is being sold on an “as is where is” basis. Purchaser further acknowledge that this Agreement is not contingent upon financing and that failure to close this transaction on or before Friday, March 23, 2018 due to any delay caused by Purchaser shall constitute a forfeiture of the Earnest Money.

2. PURCHASE PRICE: Purchaser agrees to pay to the Seller the total sum of (the “purchase price”) ___________________________________________________________________________________.

Purchase price is figured from ___________________________________________________________ ___________________________________________________________________________________ ___________________________________________________________________________________.

Upon execution of this agreement, the Purchaser will pay by check and not in cash ___________________________________________________________________________________ which amount is equal to ten percent (10%) of the Purchase Price as Earnest Money made payable to and to be held in the escrow account of Truman Title Co. Inc., Lexington, Missouri, as escrow agent, there under for delivery to the Seller at the time of closing or as otherwise provided for herein.

The balance of the Purchase Price shall be paid by Purchaser to the Seller at closing in cash or form of payment acceptable to the Seller.

3. TITLE: Seller shall furnish Purchaser with an Owners Title Insurance Commitment (Title Commitment), issued by Truman Title Co. Inc., Inc, and paid for by the Seller. The Title Commitment shall commit the subject title company to issue Purchaser its standard owner’s policy in the amount of the purchase price, showing title to the Property in the name of the Seller. In the event that the Seller is unable to convey the Property in accordance with the terms of this agreement, Purchaser shall elect to either (a) take the Property encumbered with the objectionable exceptions to the title and waive any and all objections thereto without abatement of the Purchase Price, or (b) receive a refund of the Earnest Money, and upon such refund being made, this Agreement shall terminate and be of no further force and effect.

4. SURVEY: Property has been surveyed and sells by the surveyed acre.

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5. CLOSING AND POSSESSION: The “Closing” shall take place on or before Friday, March 23, 2018, at the office of Truman Title Co. Inc., Lexington, Missouri, and at a time designated by the Seller and agreed upon by Purchaser. Concurrently with the Closing, Purchaser shall pay to the Seller the Purchase Price, less the Earnest Money as provided for herein. Upon full receipt of the entire Purchase Price by Seller, Seller shall deliver to Purchaser special warranty deeds from each selling entity conveying title in the property to the Purchaser. The purchaser and seller will split the charge for conveying the deed. Seller and Purchaser agree to execute any real estate transfer declarations required by the state, county or municipality in which the Property is located. The Seller and Purchaser agree to provide and to execute such further documents as may be necessary or customary to close this Agreement (e.g., Seller Affidavit; FITPTA Affidavit; Organizational documents and closing statement). Purchaser shall be entitled to possession of the property immediately following the sale.

The purchaser and seller will split the charges for closing costs and conveying the deed.

6. CASUALTY: Seller will keep the Property and Improvements insured until closing. If the improvements on the property are substantially damaged or destroyed by fire or other casualty prior to closing, then Buyer will have the option of accepting all of the insurance proceeds and proceeding to close this Agreement, or terminating this Agreement. If this Agreement is terminated due to this paragraph then the earnest money will be returned to the Buyer.

7. WARRANTIES: Purchaser acknowledges that Purchaser has been given an opportunity for a full inspection of the property and related information and further acknowledges with respect to this agreement that Purchaser is satisfied in all respects with the condition of the Property and all matters pertaining thereto. Purchaser accepts the Property “as is” and in its present condition with Purchaser assuming risk thereof. Purchaser understands that Seller makes no warranty or representation of any kind, either implied or expressed or arising by particular purpose of the Property or any portion thereof, and in no event shall Seller be liable for consequential damages. Purchaser acknowledges that Seller has not agreed to perform any work on or about the Property as a condition of Purchaser’s purchase of it.

8. MINERAL RIGHTS: One hundred percent (100%) of the mineral rights owned by Seller with respect to the Property, if any, shall be conveyed to Purchaser at Closing.

9. REAL ESTATE TAXES AND ASSESSMENTS: Real Estate taxes for the calendar year 2017 will be paid by the seller. Purchaser shall assume and pay real estate taxes for the Property for all periods thereafter.

10. DEFAULT: If Purchaser fails to perform any obligation imposed by this Agreement, Seller may serve written notice of default upon Purchaser and if such default is not corrected within ten (10) days thereafter, then, at the option of the Seller, this Agreement shall terminate and the Seller shall be entitled to retain the Earnest Money paid hereunder as liquidated damages. The foregoing remedy in the event of default is not intended to be the exclusive remedy of Seller, and Seller shall have the right to seek any other remedies available at law or equity, including but not limited to specific performance. Default

by Purchaser shall entitle Seller to court costs and reasonable attorney’s fees incurred in enforcing the provision of this Agreement. mike@wheelerauctions.com

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In the event of failure of Seller to perform the obligations imposed by this Agreement, Purchaser’s sole remedy hereunder is to terminate this Agreement and receive a refund of the Earnest Money upon similar notice served upon Seller and similar expiration time period.

The Escrow Agent, upon receiving an affidavit from the non-defaulting party stating that this Agreement has been terminated as provided herein, shall be entitled to rely upon such affidavit and shall deliver the earnest money to the non-defaulting party.

11. ENVIRONMENTAL: The Purchaser acknowledges that the Seller has not made and hereby disclaims any and all representations and warranties, either express or implied, regarding the environmental condition of the Property. The Purchaser shall rely upon its own independent investigation, inspection, inquiry, analysis, and due diligence to evacuate and ascertain the environmental condition of the Property. The Purchaser has been advised that the Property is being sold “as is, where is” and that Seller is not representing or warranting that the condition of the Property is in accordance or compliance with any past, present, or future federal, state or local environmental laws, regulations, requirements, or standards. The seller does not warrant or represent that the property is free of environmental hazards and that buyer takes the property “as is” and bears its own risk.

As a matter of corporate policy, Seller makes it a practice to expressly advise any purchaser that the improvements on the Property include materials, which may contain asbestos, and encourages Purchaser to investigate specifically whether asbestos containing materials exist on the Property.

12. PROVISIONS RELATING SPECIALLY TO SELLER/TRUST/ TRUSTEES/ EXECUTOR AND THEIR RESPECTIVE SPECIAL CIRCUMSTANCES: Trustee/Executor Disclaimer. Each fiduciary comprising Seller executes this instrument only in its representative capacity and shall not be bound or obligated hereunder except in such capacity. Purchaser acknowledges and agrees that this Agreement is made by such fiduciaries solely in their fiduciary capacity as described in the signatures affixed hereto, and that such fiduciaries shall not be liable for any breach or any failure to perform any obligation under this Agreement except from assets held in the fiduciary capacity described.

13. PROVISIONS RELATING TO THE AUCTION COMPANY/ AUCTIONEER/BROKERS/FINDERS/ AGENTS: (a) This Agreement is solely between Seller and Purchaser. Wheeler Auctions & Real Estate, L.L.C. (the “Auction Company”) and its licensed auctioneers are employed by the Seller. The Auction Company and its auctioneers shall not be liable for any patent or latent defects or deficiencies existing in the Property, improvements or other appurtenant structures thereon, nor for any information provided to the Purchaser. The Purchaser acknowledges that it has conducted its own independent investigations, inspections, inquiries and due diligence concerning the Property. (b) Commission. Notwithstanding any other provisions of this Agreement, the right to commission, if any, payable to any agent representing either party to this Agreement shall not vest until the transaction is closed, and shall be payable only out of proceeds of closing and said agent shall have equal right to any portion of Earnest Money forfeitures.

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14. IRS 1031 TAX EXCHANGE DECLARATION (Optional): It is agreed between the purchaser(s) and seller(s) that a material part of the consideration to the Purchasers for purchasing is that the Purchaser has the option to qualify this transaction as part of a tax-deferred exchange under Section 1031 of the Internal Revenue Code of 1986 as amended. Sellers agree that Purchaser may assign this Agreement to an exchange intermediary of Purchasers choice.

Purchaser agrees that any and all additional expense, if any, shall be borne by Purchaser and Sellers agree to fully cooperate to complete the exchange.

Seller hereunder desires to exchange, for other property of like kind and qualifying use within the meaning of Section 1031 of the Internal Revenue Code of 1986, as amended and the Regulations promulgated there under, fee title in the property which is the subject of this Contract. Seller expressly reserves the right to assign its rights, but not its obligations, hereunder to a Qualified Intermediary as provided in IRC Reg. 1.1031(k)-1(g)(4) on or before the closing date.

15. MISCELLANEOUS: (a) Jurisdiction. This agreement shall be construed in accordance with the laws of the State of Missouri.

Any provision of this Agreement which is unenforceable or invalid, or the inclusion of which would affect the validity, legality, or enforcement of this Agreement shall be of no effect, but all the remaining provisions of the Agreement shall remain in full force and effect. (b) Entire Agreement. This Agreement contains the entire agreement of the parties and no representations, warranties or agreements have been made by either of the parties except as set forth in this Agreement. (c) Heirs, Successors and Assigns. This Agreement shall ensure to the benefit of and shall be binding upon the Seller and Purchaser and their respective heirs, successors, and permitted assigns, provided, however, that Purchaser may not assign its rights or obligations hereunder without the prior written consent of the Seller. (d) Time is Of the Essence. The time for performance of the obligations of this Agreement is of the essence. (e) Notice. All notices shall be in writing and shall be deemed to have been properly delivered as of the time of delivery if personally delivered or as of the time deposited in the mail systems if sent by United States certified mail, return receipt requested, and postage prepaid.

16. FSA/NRCS: Seller is obligated to maintain (if any) the current FSA Program and Basis on the above listed real estate. Buyer agrees to the division of FSA Program data as a percent of cropland acres per tract. Buyer assumes the responsibility of any and all FSA or NRCS Programs currently in place. Buyer will be required to maintain and comply with FSA regulations of the CRP contract.

17. Tenant Rights: Present tenant’s rights prevail if any.

18. SPECIAL AGREEMENTS (if any): No tenant agreements are in place for 2018.

A MoDot access will be granted to the new buyer and the buyer is responsible for developing the entrance following the MoDot specifications. ___________________________________________________________________________________ ___________________________________________________________________________________ ___________________________________________________________________________________ mike@wheelerauctions.com

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IN WITNESS WHEREOF, the parties have executed this Agreement in three counterparts, each of which shall be deemed an original instrument, as of the day, month and year first above written.

SELLER: John R. Hicklin, Jr. Trust ____________________________ Marcia Hicklin, Trustee P.O. Box 575 Lexington, MO 64067

PURCHASER: ____________________________ ____________________________ ____________________________ ____________________________ Address _____________________ ____________________________ ____________________________ City, State, Zip ________________

Date ________________________ Truman Title Company., Inc 545 South 13 Highway Lexington, MO P: 660-259-4631 F: 660-259-3142 Amber Taylor ataylor@trumantitle.com

____________________________ ____________________________ Phone _______________________ Email ________________________ Lender Contact ________________ ____________________________ ____________________________

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