Prospectus for 2-24-2017 MLM Farms Real Estate Auction, Richmond, MO

RAY COUNTY LAND AUCTION Friday, February 24, 2017, 10:00am Sale Location: Ray County Veterans Memorial Building, 312 Clark St.,Richmond, MO 476 Acres M/L Offered in 5 Tracts

Tracts 1, 2, and 3

T53N – R28W – Section 1 & 2 425 Acres M/L “10 miles North of Richmond on HWY 13”

Tract 4

T51N – R27W – Section 9 6 Acres M/L on HWY 13, “North edge of Henrietta”

Tract 5

T52N – R27W – Section 32 45 acres “Sunrise Properties” ready for development in Richmond City Limits “View on HWY 10, Old HWY 10 and Matt Waller Ave”

Sellers: MLM Farms INC

Rose Mary Waller Bruening and Misti Waller McKenzie For Sale Information Contact

Mike Williams 816-797-5450

www.wheelerauctions.com • mike@wheelerauctions.com

mike@wheelerauctions.com

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Table of Contents Auction Information................................................................................................5 Auction Terms and Conditions..............................................................................6 Richmond Community Development – Mayors Welcome Statement.................7 Refer to information encompassing Tract 5�

Plat Map Tracts 1, 2, and 3......................................................................................8 Tract Maps for 1, 2, and 3.......................................................................................9 FSA Map for 1, 2, and 3...........................................................................................10 Soil Map and Legend for 1, 2, and 3......................................................................11 Tract 4 Plat & Aerial Map ........................................................................................12 Tract 4 FSA & Soil Map ..........................................................................................13 Tract 5 Plat & Aerial Map ........................................................................................14 Tract 5 FSA & Soil Map...........................................................................................15 Tract 5 Utility and Ingress/Egress Illustration......................................................16 Tract 5 Community Development Information......................................................17-18 Photo Gallery...........................................................................................................19-21 Auction Sale Contract.............................................................................................22-27

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MLM Farms Inc.

Rose Mary Waller Bruening & Misti Waller McKenzie

------------------------- Tract 1 -------------------------

This Ray county land offering offers an intriguing mix of Tillable Farm Ground, Currently CRP Land and Developmental Property within the City of Richmond, all of which has highway frontage and all possesses extremely outstanding locations.

The 476 acres is FSA Tillable at 246 acres. The ground not acceptable to farming is outstanding wildlife habitat and recreational.

The 45 acres in Richmond City Limits is ripe for development and large enough to divide for multiple uses. The City of Richmond Community Development is anxious to assist the new buyer and facilitate long term growth and stability to your business, ideas, and progress.

View these 5 parcels at your leisure.

We hope you will be attracted to this opportunity and be with us on Friday, February 24th, 2017 for these parcel land sales, visit with the Bruening and McKenzie Families and exercise your option to buy top tier land in a progressive community.

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 4

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Sale Date: Friday, February 24, 2017 Time 10:00 a.m.

AUCTION INFORMATION

Sale Location: Ray County Veterans Memorial Building, 312 Clark St., Richmond, MO 64085 Farm Locations: Tract 1, 2, and 3 are 10 miles North of Richmond on HWY 13 or 1 ½ miles South of Knoxville, MO on HWY 13.

Tract 4 is on the West side of HWY 13 along the north edge of Henrietta or 1 mile South of Richmond on HWY 13.

Tract 5 lays on the Eastern City Limits of Richmond and extends from New HWY 10 north and is fronted by OLD HWY 10. It lays highway to highway and across Matt Waller Ave from Sunrise Elementary School and Richmond Memorial Gardens Cemetery.

Method of Auction: Tract 1, 2, and 3 will sell by the acre, “BIDDERS CHOICE” with the buyer’s option to take any or all tracts. If a buyer only chooses one tract then we will reopen the bidding on the remaining tracts until those three are selected and sold.

Tract 4 will sell by the dollar value per acre as a stand-alone tract.

Tract 5 will sell by the dollar value per acre as a stand-alone tract.

Acreage Determination: Tract 1 has been surveyed as 28.83 acres and that will be the multiplier to determine its total selling price. Tract 2 will be sold as 78 acres M/L and Tract 3 is determined to be 318 Acres M/L. If tracts 2 and 3 sell to the same buyer, these acreage determinations will be used to compute the total selling price and current legal descriptions will stay intact to transfer the deeds. If different buyers purchase 2 and 3 then a survey will be performed immediately following the auction to determine exact acreage and legal descriptions for deed transfer. The final selling price will be adjusted to the surveyed acres to determine the total selling price.

Legal descriptions and total acres for Tract 4 and Tract 5 are in place and the acreage determination is 6 acres m/l in Tract 4 and 45 acres m/l in Tract 5 and those will be the multipliers used to determine total sale price.

All acreages are approximate and accurate to the best of our ability determined by Legal Descriptions, Assessors Maps and Aerial Measurements. Any need for a survey will be at the sole discretion by the sellers. No future adjustments in the final sale price will be granted to either the buyer or seller of said acreages.

Contracts: Immediately following the auction, we will write the land sale contracts and receive the escrow earnest money of 10% down at the signing of the contract. Payment is non-refundable and payable to Ray County Land Title LLC. Closing: on or before Friday March 24, 2017 at the Title Company Office.

Tenants: There are no current tenant agreements in place for 2017.

CRP Payments. Tract 1, 2, and 3 are under a current CRP Contract with Ray County Farm Services Agency thru 9/30/2017. Rate per acre is $86 totaling $16,994 and will be paid to the new buyer or buyers by taking your new deed of trust to the Ray County FSA office and updating the owner information on the current CRP contracts and determining the CRP Acres in each tract. Following the CRP ending date, new buyers will have the option to re-enroll or drop the CRP status and use the ground at their discretion.

Taxes: 2016 Taxes are paid and all 2017 taxes and beyond will be the responsibility of the new buyer.

Tract 1, 2, and 3 were in combination for 2016 totaling $1056.63 Tract 4 taxes totaled $27.58 Tract 5 taxes totaled $149.92 Utilities: KCPL Utilities is available to each tract but none have current or active meters or service in place.

Rural Water: Tracts 1, 2, 3, and 4 have access to rural water along HWY 13 but none have meters or water service in place. Tract 5 has Richmond City Water access along Matt Waller Avenue and along Old HWY 10 but no meters or active water is in place.

Sewage Access for Tract 5 runs east and west along the drainage on the southern end of Tract 5 Property Sells with Confirmation of Bid Price by the Seller NO BUYERS PREMIUM AT THIS AUCTION – what you bid is what you pay

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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.

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, March 24, 2017. There are no tenant rights in place for 2017 Real Estate Taxes: The real estate taxes for the year 2016 are paid by the seller. responsible for 2017 taxes and all periods thereafter.

The new buyer(s) shall be

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. Of special note is the Richmond Community Development information that is relevant to Tract 5 and its further development as a business or residential entity for a perspective buyer.

Acreage: All acreage is determined from tax documents, current legal descriptions, and assessors’ maps. A survey will document the acres for Tract 1. A survey requirement for Tract 2 and Tract 3 will be determined if those tracts sell to separate and or different buyers. There is no need for any survey work on tract 4 or tract 5 as they sell in their entirety and legal descriptions are in place to transfer those deeds.

Survey: Any need for a survey shall be determined solely by the sellers. A survey as in the possible case of Tract 2 and Tract 3 will be paid by the Seller.

Closing: Anticipated closing date shall be on or before Friday, March 24, 2017 or on a date mutually agreed upon by the buyer(s) and the sellers conducted at the office of Ray County Land Title, LLC, 203 West Main, Richmond, MO 64085 Agency: Wheeler Auctions & Real Estate 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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205 Summit • Richmond, Missouri 64085 (816) 776-5304 • KC Line (816) 470-3540 Fax (816) 776-8216

Welcome to Richmond—A City on the move. Located just 35 miles from Kansas City and 30 miles from I-70 and US 36, Richmond is ideally located for development and growth with easy access to America’s crossroads. Richmond’s leadership is business friendly, welcoming and understands development.

The past few years have seen unprecedented growth and development in the City led by the opening of an $11 million dollar wastewater treatment plant. Building this facility opened up many opportunities including a multimillion dollar expansion of the local hospital, creation of a new dialysis center, relocation of an automobile retailer and expansion of an existing senior nursing care facility.

Other recent growth and expansion within the city include a $6 million dollar senior assisted living facility, a 48 unit residential complex, and a new pharmacy. Several other businesses have either completed upgrades or expansions and a new grocery store, as well as, a Dollar Tree Store are currently on the drawing board.

In addition to the new wastewater treatment plant, the City also owns and operates its own water utility. Both utilities have ample capacity for future growth. Electricity is provided by Kansas City Power and Light and Gas by Empire Gas District. Both are very user friendly and stand ready to provide new customer service. All services are on or adjoin this property.

The 45 acres reflected in this sale notice are centrally located with the city and stretch between MO Hwy10, which leads directly to Kansas City via MO Hwy 210 and MO Business 10 which connects to 10 and 210. Every access provides convenient connections to excellent highways.

Richmond is a community of some 6,000 residents that is diversified and open for business. It is the county seat of Ray County and is the economic and retail hub for the County. The City’s knowledgeable and pro-growth leadership has made a commitment to pursue an aggressive agenda seeking growth for the long-term. We have several instruments in place to encourage both new and existing business development. The school system is outstanding, crime rates are low and housing and tax rates are low. All of these are compelling reasons to establish a business or residence in Richmond. Please check us out—you will find no better opportunities in American’s Heartland for a home, a business, your future. Make It Richmond.

! mike@wheelerauctions.com

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PLAT MAP Track 1, 2, and 3 T53N- R28W - Sections 1 & 2

TRACT 4 72.44 Surveyed Acres

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TRACT MAP Track 1, 2, and 3

Tract 1 Survey

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FSA MAP Track 1, 2, and 3 S-35-T54N-R28W

S-36-T54N-R28W

S-2-T53N-R28W S-1-T53N-R28W

6 1 H 6 .5 C EL R P

5 93.5 HEL CRP

crp clu plss

Farm 5671 Tract 1705

CRD FIELDS RD

CRD DOCKERY RD

1 20 HEL CRP

3 59.2 HEL CRP

SB=Soybeans-Com-GR-NIr:C=Corn-Yel-GR-NIr SBI=Soybeans-Com-GR-Ir:CI=Corn-Yel-GR-Ir SRW=Wheat-SoftRed-GR-Nir: SRWI=Wheat-SoftRed-GR-Ir: GS=Sorghum-GRS-GR-NIr: GZ=Mixfg-IGS-Graze:FG=Mixfg-IGS-Forage LS=Mixfg-IGS-LeftStanding U21=Unimproved-GZ:T31=Timber-GZ *Unless notated on Map

Ray Co. FSA

1:9,360

Program Year: 20__ Created: 11/16/2016 Flown: 2016-06-09

All Measurements are For FSA Programs Only

CRP Payment Schedule

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Wetland Determination Identifiers

F

&

Restricted Use

# *

2 1.7 HEL CRP

S-6-T53N-R27W

13 MO

CRD W 188TH ST

4 .2 6 EL H RP C

7 0.5 HEL CRP

Limited Restrictions

) "

Exempt from Conservation Compliance Provisions

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.

SOIL MAP Track 1, 2, and 3 Soils Map

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

Missouri Ray 1-53N-28W Knoxville 414.12 1/11/2017

Soils data provided by USDA and NRCS.

Area Symbol: MO177, Soil Area Version: 15 Code

Soil Description

Acres

Percent of field

Non­Irr Class Legend

Non­Irr Class *c

Common bermudagrass

Caucasian bluestem

Warm season grasses

Alfalfa Orchardgrass hay red clover

Tall fescue

30120 Lagonda silty clay loam, 5 to 9 percent slopes, eroded

177.43

42.8%

IIIe

7

8

8

5

8

7

10142 Snead­Rock outcrop complex, 5 to 14 percent slopes

115.55

27.9%

IVe

4

6

6

3

5

5

30085 Grundy silt loam, 2 to 5 percent slopes

46.46

11.2%

IIIw

30119 Lagonda silty clay loam, 2 to 5 percent slopes, eroded

36.61

8.8%

IIIe

7

8

8

5

8

7

10071 Ladoga silt loam, 5 to 9 percent slopes, eroded

25.75

6.2%

IIIe

7

8

8

5

8

7

30020 Armster loam, 5 to 9 percent slopes, eroded

6.35

1.5%

IIIe

7

8

8

5

8

7

30013 Armster clay loam, 5 to 9 percent slopes, severely eroded

3.51

0.8%

IVe

7

8

8

5

8

7

30024 Armster loam, 9 to 14 percent slopes, eroded

2.36

0.6%

IVe

7

8

8

5

8

7

36117 Nodaway silt loam, heavy till, 0 to 2 percent slopes, occasionally flooded

0.10

0.0%

IIw

Weighted Average

5.4

6.5

6.5

3.9

6.3

5.7

Area Symbol: MO177, Soil Area Version: 15 *c: Using Capabilities Class Dominant Condition Aggregation Method Soils data provided by USDA and NRCS.

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PLAT & AERIAL MAP Track 4 T51N- R27W - Section 9

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CRD MEADOW LANE R

FSA & SOIL MAP Track 4 CRD W 88TH ST

CR

D

W

OL

MO

LA

RD

13

BL VD MO

13

3 7 NHEL T CS 86

RP

TH

E 84

ST

Restricted Use

# *

Limited Restrictions

) "

Exempt from Conservation Compliance Provisions

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.

ST 4TH 8 E

1:7,920

SB=Soybeans-Com-GR-NIr:C=Corn-Yel-GR-NIr Program Year: 20__ SBI=Soybeans-Com-GR-Ir:CI=Corn-Yel-GR-Ir SRW=Wheat-SoftRed-GR-Nir: Created: 11/16/2016 SRWI=Wheat-SoftRed-GR-Ir: Flown: 2016-06-15 GS=Sorghum-GRS-GR-NIr: State: Missouri GZ=Mixfg-IGS-Graze:FG=Mixfg-IGS-Forage clu County: Ray LS=Mixfg-IGS-LeftStanding Location: 9-51N-27W crp U21=Unimproved-GZ:T31=Timber-GZ Township: Richmond plss *Unless notated on Map Acres: Date:

N

ST

&

Ray Co. FSA

T

D CR RP

O1 3

AIN

Wetland Determination Identifiers

S TH

T CS ST M EL

IN TN CS

TO M

E ST 84T MO TO H 13 S

M ST D ON C C R GT N D XI A LE R O

Soils Map

All Measurements are For FSA Programs Only

CST MEADOW LN

CST TENTH ST

CRD W 84TH ST

ST

S-9-T51N-R27W

TO S 13 ST O M 4TH RP E 8

S-8-T51N-R27W

TH

F

Farm 5677 Tract 5578

7.06 1/11/2017

Soils data provided by USDA and NRCS.

Area Symbol: MO177, Soil Area Version: 15 Code

Soil Description

Acres Percent of field

Non­Irr Class Legend

Non­Irr Class *c

Common bermudagrass

Orchardgrass red clover

Tall Warm fescue season grasses

13598 Booker silty clay, frequently ponded, 0 to 2 percent slopes, occasionally flooded

3.61

51.1%

Vw

8

7

8

9

36117 Nodaway silt loam, heavy till, 0 to 2 percent slopes, occasionally flooded

3.45

48.9%

IIw

Weighted Average

4.1

3.6

4.1

4.6

Area Symbol: MO177, Soil Area Version: 15 *c: Using Capabilities Class Dominant Condition Aggregation Method

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PLAT & AERIAL MAP Track 5 T52N- R27W - Section 32

Ray County, MO

Legend Road Status Closed Open

Road Numbered State Highway Lettered State Highway Numbered County Road Named County Road City Street Private Drive Alley Ramp Unknown

Railroad Caldwell Road <all other values> Interstate US Highway Numbered State Highway Lettered State Highway Railroad

Carroll Road <all other values> Interstate US Highway Numbered State Highway

1 in. = 440ft.

879.1

14

0

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439.56

879.1 Feet

This map is a user generated static output from an Internet mapping site and is for reference only. Data layers that appear on this map may or may not be accurate, current, or otherwise reliable.

THIS MAP IS NOT TO BE USED FOR NAVIGATION

Notes

Lettered State Highway Railroad

Clay Road <all other values> Interstate

S-28-T52

CR

CST DAUGHERTY ST

CST KICE S

CST MITCHELL AVE CST MAIN ST

FSA & SOIL MAP Track 5 BU 10

S-32-T52N-R27W

1 35.58 HEL

CST SHIRKEY AVE

CST SOUTH ST

0

SU

T DR CS I NE H NS

O1 3

Soils Map C DU ST KE CI S R

D CR RD LLA WO LVD B

OM 10 T O M 13 RP O 0 M O1 RP O M T

1 MO

T CS EY I RK SH VE A

2 5.34 HEL

S-33-T52N-R27W

CST LEXINGTON ST

CST MORNINGSIDE TER

CST MORNINGSIDE DR

BU 13

CST CLARK ST

CST FRANKLIN RD

All Measurements are For FSA Programs Only

Ray Co. FSA

Wetland Determination Identifiers &

Restricted Use

# *

Limited Restrictions

) "

Exempt from Conservation Compliance Provisions

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.

SB=Soybeans-Com-GR-NIr:C=Corn-Yel-GR-NIr SBI=Soybeans-Com-GR-Ir:CI=Corn-Yel-GR-Ir SRW=Wheat-SoftRed-GR-Nir: SRWI=Wheat-SoftRed-GR-Ir: GS=Sorghum-GRS-GR-NIr: GZ=Mixfg-IGS-Graze:FG=Mixfg-IGS-Forage LS=Mixfg-IGS-LeftStanding U21=Unimproved-GZ:T31=Timber-GZState: County: *Unless notated on Map

Location: Township: Acres: Date:

1:7,920

Program Year: 20__

F

Created: 11/16/2016 Flown: 2016-06-15 clu

Farm 5671 Tract 2120

crp

Missouri plss Ray 32-52N-27W Richmond 45 1/11/2017

Soils data provided by USDA and NRCS.

Area Symbol: MO177, Soil Area Version: 15 Code

Soil Description

Acres Percent of field

10026 Higginsville silt loam, 5 to 9 percent slopes

28.90

64.2%

10132 Sibley silt loam, 2 to 5 percent slopes

12.18

10133 Sibley silt loam, 5 to 9 percent slopes

2.65

10063 Knox silty clay loam, 9 to 14 percent slopes, severely eroded

1.27

Area Symbol: MO177, Soil Area Version: 15

Non­Irr Class Non­Irr Alfalfa Caucasian Legend Class *c hay bluestem

Common bermudagrass

Orchardgrass red clover

Tall Warm fescue season grasses

IIIe

7

8

7

7

7

8

27.1%

IIe

7

8

7

7

7

8

5.9%

IIIe

7

8

7

7

7

8

2.8%

IVe

7

8

7

7

7

8

Weighted Average

7

8

7

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UTILITY AND INGRESS/EGRESS ILLUSTRATION Track 5

For illustration purposes only, not to scale.

For actual utility and entrance maps, contact Community Development Director Lisa Hastings, City Inspector lhastings@cityofrichmondmo.org 816-776-5304 x112 Fax: 816-776-8216

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COMMUNITY DEVELOPMENT INFORMATION Track 5 City of Richmond, Missouri Preliminary Plat Checklist

Note: No portion of an existing parcel may be sold or transferred to another party without first legally subdividing the property according to the City of Richmond Code Section 410 (Subdivision Regulations) ______ 1. In coordination with the Community Development Director, review procedures and requirements for subdividing.

(Review entire check list and application) ______ 2. Select proposed date to meet Planning and Zoning Commission (see Community Development Director calendar) ______ 3. If the applicant is not the same as the owner, the owner must sign application and submit letter appointing applicant as the designated agent. ______ 4. A preliminary plat must be prepared by a registered land surveyor or professional engineer. ______ 5. All attachments and application completed and turned in at least twenty (20) days prior to scheduled Planning and Zoning meeting. ______ 6. A plan review meeting will be schedule upon acceptance of the application. This may be done as a pre-application conference as well. This meeting will take place with the Community Development Director, Fire Chief, Public Works, Ray County Health Department and State Highway Department along with any other required utilities, etc. (See Community Development Director calendar) ______ 7. The Community Development Director review application with applicant and inform applicant of any additional information that is needed prior to planning and zoning meeting. ______ 8. After application and all materials are complete, the Community Development Office will send out notification of the hearing at least 15 days in advance of hearing.

• • • •

Notice will be mailed to surrounding property owners within 185 feet of request.

Published in the Richmond News.

Notice at posted at City Hall, main bulletin Board.

Copies will be sent to the School District and all interested parties.

______9. Staff report will be prepared by Community Development Director including all information provided by applicant and sent to Planning and Zoning Commission. _____10. Community Development Office will mail agenda to applicant with meeting date and time. _____11. The Planning and Zoning Commission will hold a public hearing. It will be open to any comments whether for/or against and may be tabled to the next meeting for additional information. _____12. The owner or applicant must attend the Planning and Zoning Meeting. (Failure to attend will result in the application not being considered.) _____13. Upon conclusion of the public hearing, the Commission will approve, conditionally approve or disapprove the preliminary plat. _____14. Upon approval, this is an authorization to the sub-divider to proceed with the development of a final plat for final approval. mike@wheelerauctions.com

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COMMUNITY DEVELOPMENT INFORMATION Track 5 City of Richmond, Missouri Final/Minor Plat Checklist

Note: No portion of an existing parcel may be sold or transferred to another party without first legally subdividing the property according to the City of Richmond Code Section 410 (Subdivision Regulations) ______ 1. In coordination with the Community Development Director, review procedures and requirements for subdividing.

(Review entire checklist and application). ______ 2. Select proposed date to meet Planning and Zoning Commission (see Community Development Director for calendar) ______ 3. If the applicant is not the same as the owner, the owner must sign application and submit letter appointing applicant as the designated agent. ______ 4. The final/minor plat must be prepared by a registered land surveyor or professional engineer. ______ 5. A plan review meeting will be scheduled by the Community Development Office upon completion of the application. This can be done as a pre-application conference as well. This meeting will take place with the Community Development Director, Fire Chief and Public Works Superintendents, Ray County Health Department and State Highway Department along with any other required utilities, etc. (See Community Development Director for schedule) ______ 6. All attachments and application completed and turned in at least ten (10) days prior to scheduled Planning and Zoning meeting. ______ 7. The Community Development Director review application with applicant and inform applicant of any additional information that is needed prior to planning and zoning meeting. ______ 8. After application and all materials are complete, the Community Development Office will schedule a review at the Planning and Zoning Commissionâ&#x20AC;&#x2122;s first regular meeting (not less than ten (10) days or more than thirty (30) days following submission). ______ 9. Staff report will be prepared by Community Development Director including all information provided by applicant and sent to Planning and Zoning Commission. ______10. Community Development Office will mail agenda to applicant with meeting date and time. ______11. The Planning and Zoning Commission will review the final plat and supplemental data. The Commission shall approve or disapprove same and which action shall be noted on the plat and signed by the Chairman of the Commission. ______12. The owner or applicant must attend the Planning and Zoning Commission meeting. (Failure to attend will result in the application not being considered.) _____13. Approval of the plat by the Commission shall not constitute acceptance of any portion thereof designated for public use. Copies of any final plat containing any area proposed to be dedicated to the public use shall be forwarded by the Commission to the City Council for its consideration and action. _____14. Recording shall not take place until after appropriate fees are paid by the sub-divider. No building permits shall be issued until recordation. _____15. Approval of the plat and improvements noted shall be accepted for a period of five (5) years. If construction is not commenced within (5) years of acceptance by the City of Richmond, additional regulations may be imposed to meet current standards for development.

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PHOTO GALLERY Tract 1

Great home site access.

Convenient size acreage.

Looking North on Hwy 13 frontage to Knoxville

Fields Rd. along south property line

Tract 2

40â&#x20AC;&#x2122; property line to Tract 3

---------- 188th St. from Highway 13 to enter Tract 2 & 3 ---------mike@wheelerauctions.com

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Tract 2 Highway 13 frontage

In addition to ample tillable acres, hunting access, and frontage, Tract 2 also possesses numerous building sites for a home or farmstead.

Tract 3

Feel free to drive the mowed borders of Tract 2 and 3.

Looking East on Tract 3

Tillable acres, abundant wildlife and habitat is a strong consideration for Tract 3

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Tract 3 can remain in CRP and hunting habitat or it can be a farmed after September 30, 2017 Tract 4

Outstanding location and accessibility on this acreage.

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Tract 5

Tract 5 along Old Hwy 10

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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 Friday the twenty-fourth day of February 2017 by and between MLM Farms Inc., Rose Mary Waller Bruening and Misti Waller McKenzie (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 tract(s) _______ containing __________ more or less total acres of real estate situated in Ray County.

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 24, 2017 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 Ray County Land Title, LLC 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 Ray County Land Title, LLC. 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, March 24, 2017, at the office of Ray County Land Title, LLC, Richmond, MO and at a time designated by the Seller and agreed upon by the buyer. 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 2017 and 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 â&#x20AC;&#x153;Auction Companyâ&#x20AC;?) 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: (a) 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. (b) Buyer receives 2017 CRP payments. Any penalty for early withdrawl will be paid by the buyer. The 2017 CRP contract is scheduled to end September 30, 2017.

17. Tenant Rights: Present tenantâ&#x20AC;&#x2122;s rights prevail if any.

18. SPECIAL AGREEMENTS (if any): No tenant agreements are in place for 2017.

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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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: MLM Farms Inc. ____________________________ Rose Mary Bruening 600 Wollard Blvd.

Richmond, MO 64085 ____________________________ Misti L. McKenzie 305 Tribble St. Richmond, MO 64085

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

Date ________________________

Phone _______________________ Email ________________________ Lender Contact ________________ ____________________________

Ray County Land Title, LLC 203 W. Main, Richmond, MO 64085 Robert Smith 816-470-6500 robert@raycolandtitle.com

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