REAL ESTATE MEMORANDUM OF AUCTION

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REAL ESTATE MEMORANDUM OF AUCTION 8000 Esham Road, Parsonsburg, MD 21849 T: 410.835.0384 F: 410.835.0370 www.amauctions.com The undersigned BUYER, of {Address} {City} {County} {State} {Zip} {Phone No.} Acknowledges that on Dec. 17 th, 2015 at ONLINE AUCTION Conducted at www.amauctions.com, undersigned Buyer purchased at the public auction of Allen & Marshall Auctioneers and Appraisers, LLC., the undersigned Auctioneer, who was acting on behalf of Artisans Bank C/O Ned Coverdale{Seller} of 2961 Centerville Road, Wilmington, DE 19808 {Address} 302-884-6832 {Phone No} The Following described property: 31787 River Road, Millington, MD, 21651 (Kent County Tax map 31 Parcel 183) Buyer agrees to comply with all of the terms and conditions of the sale as stated by Auctioneer and as attached and, by this reference, incorporated in this memorandum of sale; and having paid to Auctioneer the sum of Ten Thousand Dollars ($10,000.00), receipt of which is acknowledged by Auctioneer as a DEPOSIT, pursuant to the terms and conditions of sale. Buyer will forfeit such deposit to the use of Seller should Buyer fail to comply with the terms and conditions of sale. CONTRACT PRICE: The CONTRACT PRICE for said property is:. SETTLEMENT DATE: The Buyer is to pay the balance of the total amount due under Memorandum of Auction at the time of settlement, which shall occur within, or no later than, 45 (Forty Five) days from the date of the auction sale. If not settled within 45 days, interest shall be charged on the unpaid balance at the rate of 9% per annum from the 46 th day after the sale to the date of settlement. If settlement does not occur within 60 days of the sale, the property shall be considered forfeited and resold at the expense and risk of the purchaser. METHOD OF PAYMENT: Balance in Cash or Certified Check at settlement; settlement to be held in the aforesaid time frame at such place and time as is mutually agreeable by all parties. DEFAULT: Check(s) issued for the deposit on this agreement will be deposited promptly for clearance by Allen & Marshall Auctioneers and Appraisers, LLC in a non-interest bearing escrow account until the sale is closed. The holder of the deposit will not be responsible for non-payment of checks. If the sale is not closed because of the fault of the Buyer, the holder of the deposit is authorized to reimburse for expenses incurred and pay the Auctioneer his fee, and pay the balance of the deposit to the Seller as consideration for default on this sale, and the holder of the deposit will be held harmless by all parties for disbursement in good faith as here provided. If Seller fails to deliver the signed Deed, the deposit shall be returned to the Buyers. If Seller cannot deliver good and marketable title, Seller, in Seller s sole discretion, may extend the contract for ninety (90) days in order to correct any title defect. If Seller is unable to convey marketable title as aforesaid, Buyer s sole remedy shall be the return of the deposit. Upon return of the deposit, the sale shall be null and void. It shall be understood and agreed that upon default by either Buyer or Seller, the defaulting party shall be liable for the commission or Auctioneer s fee and expenses. POSSESSION: Buyer shall be given possession upon conclusion of settlement. CONDITION OF PROPERTY: Buyer agrees that Buyer has inspected the property prior to auction and has not relied upon any representation made by Auctioneer or their associates in describing the property and Buyer agrees to accept the property in its AS IS condition. Unless an express agreement exists to the contrary, no express or implied warranties are in effect on the property.

DEED: The Seller will submit to the Buyer, at or before the time herein stipulated for final payment of the purchase price, a good and sufficient deed to be executed by the Seller at the Buyer s expense and to be delivered to the Buyer or to whomever he may have substituted as grantee in said deed, a good and merchantable fee simple title in and to said property, free and clear of all liens and encumbrances except as are herein specified, but subject however to all easements, laws, ordinance, declarations, and regulations, if any, including Historical District Guidelines. EXPENSES: Unless otherwise stated herein, Real Estate Taxes, and all other public charges and assessments payable on an annual basis shall be adjusted to date of closing. Costs of all documentary taxes, document preparation, title examination, title insurance, other recordation fees, survey, and any and all other costs which shall be deemed necessary to transfer the title shall be paid by the Buyer. TITLE ATTORNEY BUYER HAS THE RIGHT TO SELECT HIS OWN TITLE INSURANCE, SETTLEMENT ESCROW COMPANY, OR TITLE ATTORNEY. FINAL AGREEMENT: This Agreement contains the final and entire agreement between the parties hereto, who hereby bind themselves, their heirs, executors and administrators, respectively, to the faithful performance of this agreement; it being further agreed that neither the parties nor their agents shall be bound by any terms, conditions, or representations not herein written, and that time is of the essence of this agreement; the provisions hereof shall survive the execution and delivery of the deed aforesaid and shall not be merged therein. Buyer and seller each acknowledge receipt of a copy of this fully executed Real Estate Memorandum of Auction. Time is of the essence. DATE: December 17, 2015 SELLER: Artisans Bank Signature: Printed Name: BUYER: Signature: Printed Name: Signature: Printed Name: Allen & Marshall Auctioneers and Appraisers, LLC By: P. Douglas Marshall, Jr. Auctioneer

SDAT: Real Property Search http://sdat.resiusa.org/realproperty/pages/default.aspx 1 of 2 6/25/2015 1:12 PM Real Property Data Search ( w3) Guide to searching the database Search Result for KENT COUNTY View Map View GroundRent Redemption View GroundRent Registration Account Identifier: District - 01 Account Number - 010255 Owner Information Owner Name: ARTISANS' BANK Use: Principal Residence: Mailing Address: RED CLAY CENTER AT LITTLE FALLS 2961 CENTREVILLE RD WILMINGTON DE 19808-0000 Location & Structure Information Premises Address: 31787 RIVER RD Legal Description: MILLINGTON 21651-0000 COMMERCIAL NO Deed Reference: /00765/ 00347 LOT 3.334 AC 31787 RIVER ROAD W OF MILLINGTON Map: Grid: Parcel: Sub District: Subdivision: Section: Block: Lot: Assessment Year: Plat No: 0031 0002F 0183 0000 2015 Plat Ref: Special Tax Areas: Town: NONE Ad Valorem: Tax Class: Primary Structure Built Above Grade Enclosed Area Finished Basement Area Property Land Area 1976 4872 3.3300 AC County Use Stories Basement Type Exterior Full/Half Bath Garage Last Major Renovation STORAGE GARAGE Value Information Base Value Value Phase-in Assessments As of 01/01/2015 As of 07/01/2014 As of 07/01/2015 Land: 235,900 232,600 Improvements 209,700 146,400 Total: 445,600 379,000 445,600 379,000 Preferential Land: 0 0 Transfer Information Seller: LANGFORD BAY ASSOCIATES LLC Date: 07/01/2013 Price: $766,551 Type: NON-ARMS LENGTH OTHER Deed1: /00765/ 00347 Deed2: Seller: LANGFORD BAY ASSOCIATES LLC Date: 07/01/2013 Price: $0 Type: NON-ARMS LENGTH OTHER Deed1: /00764/ 00343 Deed2: Seller: RHODES, GREGORY R & MELINDA D Date: 01/09/2008 Price: $545,000 Type: ARMS LENGTH IMPROVED Deed1: MLM /00552/ 00073 Deed2: Exemption Information Partial Exempt Assessments: Class 07/01/2014 07/01/2015 County: 000 0.00 State: 000 0.00 Municipal: 000 0.00 0.00 0.00 0.00

SDAT: Real Property Search http://sdat.resiusa.org/realproperty/maps/showmap.html?countyid=15&a... 1 of 1 6/25/2015 1:14 PM Kent County New Search (http://sdat.resiusa.org/realproperty) District: Account Number: The information shown on this map has been compiled from deed descriptions and plats and is not a property survey. The map should not be used for legal descriptions. Users noting errors are urged to notify the Maryland Department of Planning Mapping, 301 W. Preston Street, Baltimore MD 21201. If a plat for a property is needed, contact the local Land Records office where the property is located. Plats are also available online through the Maryland State Archives at www.plats.net (http://www.plats.net). Property maps provided courtesy of the Maryland Department of Planning 2011. For more information on electronic mapping applications, visit the Maryland Department of Planning web site at www.mdp.state.md.us/ourproducts /OurProducts.shtml (http://www.mdp.state.md.us/ourproducts/ourproducts.shtml). (http://imsweb05.mdp.state.md.us/website/mosp/) Loading... Please Wait. Loading... Please Wait. -->

KENT COUNTY CIRCUIT COURT (Land Records) MLM 764, p. 0343, MSA_ce57_1276. Date available 07/18/2013. Printed 06/25/2015.

KENT COUNTY CIRCUIT COURT (Land Records) MLM 764, p. 0344, MSA_ce57_1276. Date available 07/18/2013. Printed 06/25/2015.

Information on 31787 River Road Property. According to the Kent County, MD Finance Office the 2015 Real Estate Taxes are $4,357.87 Lot is 3.334 Acres +/- according to the Assessment & Plat. Lot is Zoned Commercial Critical Area according to the Kent County Planning & Zoning Office.