Prospectus for 11-4-2016 Jackson Real Estate Auction, Alma / Blackburn, MO

Lafayette and Saline Counties

Jackson Estates Land Auction 574 acres offered in 5 Tracts

In thever o familyyears 170

Tract 1 78 ac/ml FSA @ 74.36 Tillable T50N – R24W – Sec. 11

Tract 2 135 ac/ml FSA @ 122.27 Tillable T50N – R24W – Sec. 15

Tract 4 41 ac /ml FSA @ 24.21 Tillable T49N – R24W – Sec. 2

Tract 3 160 ac/ml FSA @ 133.34 Tillable “Row Crops and Pasture” T50N – R24W – Sec. 35

TRACT 5 160 ac / ml FSA @ 134.53 Tillable “Row Crops and Pasture” T50N – R23W – Sec. 29

Farm Directions: Tract 1 & 2 are 2 miles North of Alma, MO on HWY 23 then 1 ½ mile East on HWY UU Tract 3 & 4 are1 ½ mile East of Alma on HWY 20 then 1 ½ mile South on Eureka School Rd Tract 5 is 1 mile East of Blackburn, MO on HWY 20 then ½ mile South on Arch Ave.

Friday, November 4, 2016 • 10:00 a.m.

Alma Telephone Meeting Room 102 3rd St., Alma, MO

David H. Jackson Estate & Daniel G. Jackson lll Estate For Sale Information Contact

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

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Table of Contents Auction Information................................................................................................4 Auction Notes .........................................................................................................5 Terms and Conditions.............................................................................................6 Lafayette County Plat Map for Tracts 1, 2, 3, adn 4..............................................7 Assessors map Tract 1 and Tract 2.......................................................................8 FSA Map for Tract 1 and 2......................................................................................9 Soil Map Tract 1.......................................................................................................10 Photo Gallery Tract 1..............................................................................................11 Yield History Notes..................................................................................................11 Soil Map Tract 2.......................................................................................................12 Photo Gallery Tract 2..............................................................................................13 Assessors Map Tract 3 and 4.................................................................................14 FSA Map for Tract 3 and 4......................................................................................15 Soil Map Tract 3.......................................................................................................16 Photo Gallery Tract 3..............................................................................................17 Soil Map Tract 4.......................................................................................................18 Photo Gallery Tract 4..............................................................................................19 Saline County Plat Map for Tract 5........................................................................20 Assessors Map for Tract 5......................................................................................21 FSA Map for Tract 5.................................................................................................22 Soil Map Tract 5.......................................................................................................23 Photo Gallery Tract 5..............................................................................................24 Auction Sale Contract.............................................................................................25-30

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David H. Jackson Estate Daniel G. Jackson lll Estate

The Jackson land offering consists of 574 acres divided into 5 tracts in the Alma, Mo and Blackburn, MO areas of top tier farm land with some pasture land making this a diversified farm that can go together in sections or be split nicely to accommodate your specific needs in land acquisition.

This farm has been owned by the Jackson Family well over 170 years so Wheeler Auctions and Real Estate are honored to be a apart of such a Historic Land Auction. The two separate tenants have also been a part of this operation well over 50 years with Marty Brewe farming the ground North of HWY 20 and Wyssmann Bros. farming the south of HWY 20 Tracts. In fact, their father farmed the ground for the Jacksons before Raymond and Roger took over.

Feel free to look over these farms at your leisure. There are cattle in the pastures so we ask that you stay out of those pastures and as in the case of the Blackburn Tract 5, either walk that ground or call Mike for an appointment to drive over the back side.

Georgia Jackson, (Mrs. David) and Judy, (Mrs. Daniel Jackson III) have decided to liquidate these farms so we hope you will be with us on Friday, November 4, 2016 at the Alma Telephone Building, in Alma, MO to exercise your option to purchase all or part of this Jackson ground.

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

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AUCTION Information The David H. Jackson Estate offered by Georgia Jackson, Greg Larsen, Executor, is subject to approval by the Probate Division of the Circuit Court of Jackson County.

The Daniel G. Jackson III Estate offered by Judith Jackson.

574 Acres m/l

Offered in 5 Tracts

488.71 Tillable and Pasture

- Sale Date and Time: Friday, November 4, 2016 at 10:00 a.m.

- Sale Location: Alma Telephone Building, 102 3rd St., Alma, MO 64001 - Farm Locations: Tract 1 and Tract 2 are 2 miles north of Alma, Mo, on HWY 23 then begin 1 ½ mile East on HWY UU. Tract 1 has 1 mile of blacktop frontage and Tract 2 has ¾ mile of blacktop frontage.

Tract 3 is 1 ½ mile East of Alma on HWU 20 and 1 ½ mile South on Eureka School Rd. Tract 4 is another 1 1/2 mile South on Eureka School Rd. It has ½ mile of road frontage and corners with Tract 3 in its Northeast corner.

Tract 5 is 1 mile East of Blackburn, MO on HWY 20 then South on Arch Ave. ½ mile.

Method of Auction: The farm will sell by the acre as “Bidders Choice” with the buyers option to take one tract or as many of the tracts as they choose until all the tracts have been sold. This method allows the bidder/buyer to bid on the single tract or multiple tracts they are interested in and tie those tracts together if they choose. This process goes on until all tracts have been sold. The choice method assures that all have an equal opportunity to participate to purchase and that no one will be excluded from the bidding process.

Escrow Payment: A 10% non-refundable deposit is due at contract signing immediately following the conclusion of the auction. Checks will be made payable to Lafayette County Title Company Inc. Sellers will pay the preliminary Title Commitment and Title Insurance No Tenant Agreement is in place for the 2017 crop year.

--------------------------------- Tract 2 --------------------------------4

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Auction Notes Possession: For all the row crop ground, possession is granted at closing or when the 2016 crops are harvested.

The Pasture on Tract 5, the pasture on Tract 3, the buildings, general farmstead and home on Tract 3 will not change possession until March 1, 2017. As the Wyssmann Family has lived on this farm over 65 years, ample time will be given them to accommodate a potential move. All personal property, non-permanent fencing, livestock equipment, and farming equipment including stored grain, livestock, and feedstuff will be relocated by the March 1st date.

Following the sale, and in the event that a non-farming entity buys the land, both tenants would appreciate the chance to submit a new rental agreement to the new buyer or buyers to continue farming the land, or renting the pastures and home.

Rural Water: Lafayette County Rural Water Dist. #2 could service Tracts 1, 2, and 3 however no water meter and no rural water are currently at the properties. The public water line does not service Tract 4. Saline County Rural Water line accesses Arch Ave. but does not run to Tract 5.

Utilities: Tract 1 and 2 are in the KCPL service area however no meter is on either tract. Tract 3 is serviced by West Central Electric with electric to the farmstead. Tract 4 has no utility service. Tract 5 is in the service area of Central Mo Electric, Sedalia, MO but does not have electric running to the parcel.

School Districts: All Tracts are in the Santa Fe R10 School District.

Taxes: The 2015 taxes are paid, the Sellers will pay the 2016 Taxes, and the buyer (s) will be responsible for the 2017 taxes and beyond. 2015 taxes were: Tract 1 @ $251.31

Tract 2 @ $504.98 Tract 3 @ $931.39 Tract 4 @ $129.42 Tract 5 @ $510.43 No Buyers Premium At This Auction – what you bid is what you pay

--------------------------------- Tract 3 --------------------------------mike@wheelerauctions.com

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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.

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: Possession will be given at closing on or before Friday December 2, 2016. There are no tenant rights or rental agreements in place on the farm ground for 2017. The current tenant has full rights to the pastures, the farmstead and home on Tract 3 and the pasture on Tract 5 until March 1, 2017.

Real Estate Taxes: The real estate taxes for the year 2015 are paid. The seller shall be responsible for 2016 taxes and the buyer(s) will be responsible for 2017 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 tax documents, current legal descriptions, and assessors’ maps.

Survey: Any need for a survey shall be determined solely by the sellers. With the legal descriptions in place for 5 Tracts of land determined to be 574 acres M/L there will be no need for a survey to transfer ownership of this property.

Closing: Anticipated closing date shall be on or before Friday, December 2, 2016 or on a date mutually agreed upon by the buyer(s) and the sellers conducted at the office of Lafayette County Title Company 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. 6

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Plat Map Tract 1, 2, 3, and 4 Tract 1 78 ac/ml T50N – R24W – Sec. 11

Tract 2 135 ac/ml T50N – R24W – Sec. 15

Tract 3 160 ac/ml T50N – R24W – Sec. 35

TRACT 4 41 ac /ml T49N – R24W – Sec. 2

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assessor map Tract 1 and 2 Tract 1 78 ac/ml

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Tract 2 135 ac/ml

S-10-T50N-R24W

4 0.68

S-10-T50N-R24W

CRD CATRON RD

FSA map Tract 1 and 2

S-11-T50N-R24W COCO RTCR UUDTO COUN 27TY 9 RD TO27 RT9UU

S-11-T50N-R24W

RT UU

1 28.08 HEL

RT UU

S-15-T50N-R24W

1 11.55 NHEL

3 25.81 HEL

2 19.79 HEL

3 9.87 S-15-T50N-R24WHEL

S-14-T50N-R24W

7 2.37 HEL

4 2.55 HEL

8 5.79 HEL All Measurements are CO

S-14-T50N-R24W

Lafayette Co. FSA

CRD For FSA Programs 285Only TO

Wetland Determination RTUU Identifiers

&

Restricted Use

Limited Restrictions

) "

Exempt from Conservation Compliance Provisions

CRD BARNETT RD

2 85.49 HEL

# *

5 4.65 HEL

Disclaimer: Wetland identifiers do not represent the size, shape or specific determination of the area.

Refer to your original determination (CPA-026 and attached maps) for exact wetland boundaries and determinations, or contact NRCS.

surements are Programs Only

and Determination Identifiers

ed Use

Restrictions from Conservation Compliance Provisions

tland identifiers do not represent the pecific determination of the area.

Lafayette Co. FSA

C = CORN/YEL/GR/NI/I B/SB = SOYBN/COM/GR/NI/I W/WHT = WHEAT/SRW/GR/NI/I H = GRASS/FTA/FG/NI/I P = GRASS/FTA/GZ/NI/I (01) MXH = MIXFG/LGM/FG/NI/I MXP = MIXFG/LGM/GZ/NI/I UP = GRASS/FTA/GZ/NI/I (21)

C = CORN/YEL/GR/NI/I B/SB = SOYBN/COM/GR/NI/I W/WHT = WHEAT/SRW/GR/NI/I H = GRASS/FTA/FG/NI/I P = GRASS/FTA/GZ/NI/I (01) MXH = MIXFG/LGM/FG/NI/I MXP = MIXFG/LGM/GZ/NI/I UP = GRASS/FTA/GZ/NI/I (21) *Unless notated on Map

1:7,920

Program Year: 2016

1:7

Program Y

Created: 5/2 Flown: 201 clu crp plss

F

Created: 5/20/2016 Flown: 2014-07-15 clu crp

Farm 4993

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F T

soil map Tract 1

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photo gallery Tract 1

Yield History NOTES Crop Yields are an estimate only on these farm locations and or Tracts. A variable of planting dates, moisture, limited crop insurance history, partnership divisions, records reflecting over lapping crop sale dates from one year to the next and organization of records following Dan and David’s passing are all limiting factors reflected in these yields.

We felt it was important to give potential buyers some numbers to reflect recent crop history and believe the discriminating buyers will use what portion they deem necessary to evaluate their interest in owning these parcels of land.

Tract 1 and 2 2013 Corn @ 136 bu/ac 2014 Corn @ 170 bu/ac 2015 Corn @ 148 bu/ac

Soybeans @ 44 bu/ac Soybeans @ 52 bu/ac Soybeans @ 42 bu/ac

Tract 3 and 4 2013 Corn @ 123 bu/ac 2014 Corn @ 179 bu/ac 2015 Corn @ 117 bu/ac

Soybeans @ 38 bu/ac Soybeans @ 50 bu/ac Soybeans @ 36 bu/ac

Tract 5 2013 Corn @ 130 bu/ac Soybeans @ 37 bu/ac 2014 Corn @ 175 bu/ac Soybeans @ 51 bu/ac 2015 Corn @ 143 bu/ac Soybeans @ 32 bu/ac mike@wheelerauctions.com

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soil MAP Tract 2

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photo gallery Tract 2

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Tract 3 160 ac/ml

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assessors map Tract 3 and 4

Tract 4 41 ac/ml

FSA map Tract 3 and 4 S-34-T50N-R24W S-35-T50N-R24W

11 2.38 HEL

CRD BETHEL SCHOOL RD

18 16.96

8 0.2 HEL

1 9.96 NHEL

10 0.91

4 7.55

12 2.49

2 14.64 HEL 17 12.65

3 16 HEL

6 10.75 HEL

5 29.61 HEL

7 7.16 HEL

16 4.77 HEL

9 3.91 HEL

S-3-T49N-R24W

14 7.46 HEL 13 10.15

All Measurements are For FSA Programs Only Wetland Determination Identifiers &

Restricted Use

S-2-T49N-R24W

Lafayette Co. FSA

C = CORN/YEL/GR/NI/I B/SB = SOYBN/COM/GR/NI/I W/WHT = WHEAT/SRW/GR/NI/I

1:7,920

Program Year: mike@wheelerauctions.com

2016 15

Created: 5/20/2016

F

soil map Tract 3

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photo gallery Tract 3

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soil map Tract 4

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photo gallery Tract 4

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Plat map saline county Tract 5 160 ac / ml

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T50N – R23W – Sec. 29

assessor map Tract 5 160 Acres M/L

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CRD ARC AVE

S-29-T50N-R23W

FSA map Tract 5

17 0.66

12 4.24

-T50N-R23W

CRD 207TH

1 1.31 HEL 16 1.58

18 0.88

14 12.21

3 14.73 HEL 2 43.75 HEL

13 10.2

50N-R23W

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4 15.18 HEL

7 6.22 HEL

10 5.57 HEL

5 6.39 HEL

8 6 5.4 L HE

6 5.5 HEL

S-32-T50N-R23W

15 0.65 HEL

soil map Tract 5

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photo gallery Tract 5

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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 fourth day of November, 2016 by and between The David H. Jackson Estate, Greg Larsen Executor, and the Daniel G. Jackson III Estate, by Judith Jackson 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 tract(s) _______ containing __________ more or less total acres of real estate situated in Lafayette County or Saline County, 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, December 2, 2016 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 Lafayette County Title Co.,Inc., Lexington, MO 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.

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3. TITLE: Seller shall furnish Purchaser with an Owners Title Insurance Commitment (Title Commitment), issued by Lafayette County Title Co., Inc, Lexington, MO. Title insurance premium paid for by the sellers. 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: If survey is necessary, survey shall be provided at Seller’s expense a new survey reflecting the legal description, acreage and boundary lines for any Tract of the Property where there is no existing legal description or where new boundaries are created by the divisions of Tracts at the Auction. Any need for a survey shall be determined at the sole discretion of the Seller. If a new survey is determined to be necessary by the Seller, the Purchase Price shall be adjusted to reflect any difference between the bid acreage and the surveyed acreage. Purchaser will then have a revised Purchase Price calculated

by Multiplying the surveyed acreage by the actual Purchase Price per Acre indicated in Paragraph 2.

5. CLOSING AND POSSESSION: The “Closing” shall take place on or before Friday, December 2, 2016, at the office of Lafayette County Title Co., Inc. Lexington, MO and at a time designated by the Seller and agreed upon by the 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. Purchaser shall pay the charge for recording 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) and equally for closing costs.

Purchaser shall be entitled to possession of the property on the Closing date.

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.

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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 2016 shall 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.

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. mike@wheelerauctions.com

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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.

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.

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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 2017.

Possession: For all the row crop ground, possession is granted at closing or when the 2016 crops are harvested. The Pasture on Tract 5, the pasture on Tract 3, the buildings, general farmstead and home on Tract 3 will not change possession until March 1, 2017. All personal property, non-permanent fencing, livestock equipment, and farming equipment including stored grain, livestock, and feedstuff will be relocated by the March 1st date.

All acreages are approximate and accurate to the best of our ability using assessors aerials, measurements and legal descriptions. The selling price based on the acreage multipliers is final and no future adjustments in sale price will be granted to either the buyer or seller of said acreages or Tracts. mike@wheelerauctions.com

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The sale is subject to the approval of the Probate Division of the circuit Court of Jackson County, Missouri 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:

PURCHASER:

Executor for the David Jackson Estate Gregory Larsen, 616 Beltrees Street, Dunedin, FL 34698 ____________________________

____________________________ ____________________________ ____________________________ ____________________________

Georgia Jackson 10150 Locust St. Kansas City, MO 64131 ____________________________

Address _____________________ ____________________________ ____________________________

Judith C. Jackson 1220 West 63rd Terrace, Kansas City, MO 64113 ____________________________

City, State, Zip ________________ ____________________________ ____________________________

Date ________________________ Lafayette County Title Co., Inc 545 South 13 Highway Lexington, MO P: 660-259-4631 F: 660-259-3142 Amber Taylor ataylor@mmthc.com

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Phone _______________________ Email ________________________ Lender Contact ________________ ____________________________ ____________________________