40 Acre Anna Ohio Farm Auction

VONDENHUEVEL AUCTIONEERS LLC

Online Real Estate Auction — Howard D. Olden

TERMS AND CONDITIONS OF SALE

PROPERTY INFORMATION

AUCTION AT A GLANCE — Summary Only; See Full Terms Below Before Bidding

This summary is provided for convenience only. It is not a complete statement of the Terms and Conditions of Sale and does not modify any term contained in them. In the event of any conflict between this summary and the full Terms, the full Terms govern. By registering and placing a bid, the bidder agrees to be bound by the full Terms and Conditions, not this summary.

AUCTION DATES AND BIDDING INFORMATION

This is an online-only auction conducted through Vondenhuevel Auctioneers LLC's bidding platform at bids.vondenhuevelauctioneers.com (vasbid.com). All bidding is conducted electronically. The auction is subject to an auto-extension feature: if a bid is placed within the final minutes of the scheduled closing time, the auction will be automatically extended to allow competitive bidding. Vondenhuevel Auctioneers LLC reserves the right to extend, postpone, or cancel the auction for any reason at its sole discretion.

BIDDER REGISTRATION REQUIREMENTS

All prospective bidders must register on the auction platform prior to bidding. By registering and placing a bid, each bidder acknowledges that they have read, understand, and agree to be bound by these Terms and Conditions in their entirety. Registration is not transferable. Vondenhuevel Auctioneers LLC reserves the right to refuse registration or revoke bidding privileges for any reason.

By placing a bid, the bidder agrees and represents the following:

BUYER'S PREMIUM

A Buyer's Premium of 5% will be added to the final bid price to determine the Total Purchase Price. The Buyer's Premium is payable by the Purchaser and is not negotiable.

EXAMPLE: Final Bid $400,000 + 5% Buyer's Premium = Total Purchase Price

DEPOSIT REQUIREMENTS

The successful bidder (hereinafter "Purchaser") shall deposit the sum of TWENTY THOUSAND AND 00/100 DOLLARS ($20,000.00) as earnest money ("Deposit") within twenty-four (24) hours of the close of the auction. The Deposit shall be in the form of a cashier's check, wire transfer, or other form acceptable to Lawyers Title Agency and shall be made payable to LAWYERS TITLE AGENCY.

The Deposit is NON-REFUNDABLE except in the event that Seller is unable to deliver marketable title as provided herein, or as otherwise expressly stated in the signed Memorandum of Purchase Contract. The Deposit will be RETURNED to Purchaser at closing and is NOT applied toward the Total Purchase Price. Purchaser shall be required to bring the full Total Purchase Price to closing in immediately available funds. If the Purchaser fails to complete the purchase for any reason other than Seller's inability to deliver marketable title, the Deposit shall be forfeited as liquidated damages.

PROPERTY SOLD "AS IS — WHERE IS"

THE PROPERTY IS OFFERED AND SOLD STRICTLY "AS IS — WHERE IS" IN ITS PRESENT PHYSICAL CONDITION, WITH ALL FAULTS. NEITHER VONDENHUEVEL AUCTIONEERS LLC NOR SELLER MAKES ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, AS TO THE CONDITION, HABITABILITY, MERCHANTABILITY, ENVIRONMENTAL CONDITION, ZONING COMPLIANCE, OR FITNESS FOR ANY PARTICULAR PURPOSE OF THE PROPERTY OR ANY IMPROVEMENTS THEREON.

The Purchaser acknowledges that they are relying solely upon their own independent inspection and investigation of the property. Vondenhuevel Auctioneers LLC and Seller strongly encourage all prospective bidders to conduct independent inspections, environmental assessments, soil tests, and any other investigations they deem appropriate prior to bidding. The opportunity to inspect the property prior to bidding is afforded to all registered bidders. By bidding, the Purchaser waives all claims relating to the condition of the property and agrees to accept the property in its existing condition at the time of closing, including any changes in condition that may occur between the auction date and the date of closing.

TITLE, DEED, AND CLOSING

Seller shall convey title to the property by Warranty Deed executed by Rebecca Richardson as Attorney-in-Fact for Howard D. Olden, pursuant to a duly executed Power of Attorney, subject to the following permitted encumbrances, which are disclosed herein and shall not constitute a defect in title:

Closing shall occur on or before July 16, 2026, at the offices of Lawyers Title Agency, Sidney, Ohio, which is serving as title and closing agent on behalf of Vondenhuevel Auctioneers LLC in this transaction. Time is of the essence with respect to the closing date. All real estate taxes and assessments that are a lien at the time of closing shall be prorated to the date of closing. Seller shall be responsible for deed preparation costs only. Purchaser shall be responsible for all Ohio real estate conveyance fees, all recording fees, title insurance premiums, closing fees, and all other costs associated with the closing of this transaction. The Power of Attorney authorizing Rebecca Richardson to act on behalf of Howard D. Olden shall be reviewed by the title examiner and, if required, shall be recorded in the Shelby County Recorder’s Office at or prior to closing.

CLOSING DELAY PENALTY: In the event that closing is delayed beyond July 16, 2026 for any reason attributable to Purchaser or Purchaser’s lender, including but not limited to failure to obtain financing, failure to provide required documentation, or any other cause within Purchaser’s control, Purchaser shall pay to Seller a penalty of FIVE HUNDRED AND 00/100 DOLLARS ($500.00) per calendar day for each day closing is delayed beyond the scheduled closing date. Said penalty shall be due and payable at closing and shall be in addition to, and not in lieu of, any other rights or remedies available to Seller under these Terms and Conditions or applicable law. Closing delays caused solely by Seller or Lawyers Title Agency shall not trigger this penalty.

PROPERTY-SPECIFIC DISCLOSURES — PLEASE READ CAREFULLY

THE FOLLOWING DISCLOSURES ARE MATERIAL TO THIS TRANSACTION AND ARE PROVIDED FOR THE BENEFIT OF ALL PROSPECTIVE PURCHASERS. BIDDING CONSTITUTES ACCEPTANCE OF THESE CONDITIONS.

1. CELL TOWER GROUND LEASE — AMERICAN TOWER ASSET SUB II, LLC

A portion of the property (approximately 0.2295 acres) is subject to a recorded ground lease, together with a recorded access and utility easement corridor of approximately 0.6239 acres running from County Road 25-A to the tower site. A Memorandum of Lease is recorded at Official Record Volume 1997, Page 645, in the Office of the Recorder of Shelby County, Ohio.

LEASE HISTORY: The original ground lease was entered into January 6, 1998 between Howard D. Olden (Landlord) and Cincinnati SMSA Limited Partnership (Ameritech), and was subsequently amended and assigned. The First Amendment to Lease Agreement, executed June 25, 2015 by and between Howard D. Olden and SBC Tower Holdings, LLC, extended the lease term by forty-nine (49) years from the effective date of April 20, 2015. The current lease tenant is American Tower Asset Sub II, LLC, a Delaware limited liability company, as assignee, per instrument recorded at Official Record Volume 2323, Page 4275.

TERM: The lease, as amended, runs for forty-nine (49) years from April 20, 2015, expiring on or about April 20, 2064. The property will be conveyed SUBJECT TO this lease and the recorded Memorandum. The Purchaser will succeed to the position of Landlord under the lease.

RENT: The First Amendment to Lease Agreement provides for a one-time initial lump sum payment plus eighty-four (84) monthly recurring rental payments constituting a Rental Installment Period. After the conclusion of the Rental Installment Period, no further rent payments are owed by the tower tenant to the Landlord for the balance of the lease term. Prospective purchasers should not anticipate ongoing rental income from the cell tower lease as part of their purchase consideration.

RIGHT OF FIRST REFUSAL: The First Amendment contains a right of first refusal in favor of the tower tenant if the property is offered to a "Third Party Competitor" (defined as any person or entity directly or indirectly engaged in the business of owning, acquiring, operating, managing, investing in, or leasing wireless telecommunications infrastructure). This right of first refusal does NOT apply to a fee simple sale to any person or entity that is NOT a Third Party Competitor. The typical agricultural or residential buyer is not a Third Party Competitor.

OPTION TO PURCHASE: The First Amendment contains an option in favor of the tower tenant to purchase the leased premises (the 0.2295-acre tower pad and access easement area) at the expiration of the forty-nine-year term for the sum of One Dollar ($1.00). This option is of record and will encumber that portion of the property upon the expiration of the lease term in approximately 2064.

Prospective purchasers should thoroughly review the recorded Memorandum of Lease and are advised to consult with their own legal counsel regarding all terms and implications of the ground lease prior to bidding. Vondenhuevel Auctioneers LLC makes no representations regarding the terms or obligations of the lease.

2. FARMLAND LEASE — HEILAND AND FRILLING, LLC

Approximately 35.6 acres of the property is currently leased to Heiland and Frilling, LLC, 12621 Wells Road, Anna, Ohio 45302, pursuant to a Farmland Lease dated October 2025. The lease provides for annual rent of $120.00 per acre ($4,272.00 per year) with payments due October 30 annually. The lease was executed by Rebecca Richardson as Power of Attorney for Howard D. Olden.

EFFECT OF SALE ON LEASE: The Farmland Lease expressly provides that "if any land is sold by the owner, this agreement is null and void." Upon conveyance of the property to the Purchaser, the farmland lease will automatically terminate. The Purchaser will NOT acquire the property subject to the farmland lease.

CROP RIGHTS: The Farmland Lease further provides that the Lessee is entitled to the current year's sale of crops. Accordingly, Heiland and Frilling, LLC retains the right to the current growing season's crop regardless of when closing occurs. Prospective purchasers should inspect the property and determine what crops, if any, are currently in the ground. The Purchaser will take the property subject to the tenant's right to enter and harvest the current crop year, and shall not interfere with such harvest operations.

2026 CASH RENT ASSIGNMENT: As consideration for the Purchaser's acceptance of the farmland tenant's continued occupancy and harvest rights through the 2026 crop season, Seller shall assign to Purchaser all right, title, and interest in the 2026 annual cash rent payment of FOUR THOUSAND TWO HUNDRED SEVENTY-TWO AND 00/100 DOLLARS ($4,272.00), due from Heiland and Frilling, LLC on October 30, 2026. An assignment of rent shall be executed at closing and Seller shall provide written notice to Heiland and Frilling, LLC prior to closing directing that the 2026 rent payment be made payable to and delivered to Purchaser as the new owner of record.

GOVERNMENT PAYMENTS: The Farmland Lease provides that all government payments associated with the leased acreage go to the Lessee. Purchaser shall be responsible for addressing any FSA program enrollment or transition matters following closing.

3. DRIVEWAY ACCESS EASEMENT

A retracement survey of the property performed by Lock-Two Surveying, LLP in March 2026 (filed at Small Plat Volume 34, Page 264, Shelby County Recorder's Office) and a preliminary title examination by Schnelle Law Office, LLC have identified that a portion of the existing driveway improvement accessing the property from County Road 25-A encroaches onto the adjoining parcel to the west, and that no recorded instrument currently grants ingress/egress rights over that adjoining parcel.

Seller has obtained the agreement of the adjoining landowner(s) to execute a permanent access easement to resolve this encroachment. The easement is being prepared and reviewed by Schnelle Law Office, LLC and is expected to be executed and recorded prior to closing. Vondenhuevel Auctioneers LLC will update this disclosure upon the recording of said easement.

In the event the driveway easement has not been fully executed and recorded prior to the closing date, Seller and Purchaser shall cooperate in good faith to allow additional reasonable time for said easement to be obtained, and Purchaser's obligation to close shall be conditioned upon the recording of said easement. In no event shall the inability to record the easement due solely to factors beyond Seller's reasonable control entitle Purchaser to a refund of the Deposit if Seller is actively pursuing execution and recording of said easement.

4. CURRENT AGRICULTURAL USE VALUATION (CAUV)

The property is currently enrolled in the Ohio Current Agricultural Use Valuation (CAUV) program. CAUV enrollment results in a significantly reduced real estate tax assessment compared to the property's full market value. As a condition of CAUV enrollment, Ohio Revised Code Section 5713.34 provides that if the property ceases to qualify for CAUV, the County Auditor may charge a recoupment of the tax savings realized during the preceding three (3) tax years, plus interest.

The Purchaser assumes all risk of CAUV recoupment and any changes in tax assessment resulting from the transfer of ownership or any change in use of the property. Vondenhuevel Auctioneers LLC and Seller make no representation as to the continued eligibility of the property for CAUV enrollment following the sale. Prospective purchasers are strongly encouraged to consult the Shelby County Auditor's office and their own tax advisors regarding the CAUV program, recoupment obligations, and the tax implications of this purchase prior to bidding.

5. MOBILE HOME — SEPARATE TITLE AND DELINQUENT TAXES

A 1971 London "Kent" model, 12' x 56' mobile home (Home Serial Number 6021L520, Ohio Title Number 0007508269) is located on the property and is taxed as a separate parcel under Registration Number 08-0372. The mobile home is in fair condition and is included in the sale.

TITLE TRANSFER: The mobile home is titled as personal property under Ohio law and requires a separate title transfer at closing. The closing attorney will facilitate the transfer of the Ohio title certificate to the Purchaser as part of the closing process.

DELINQUENT TAXES: Mobile home taxes assessed under Registration 08-0372 are currently delinquent. Per the title examination, the first half of calendar year 2026 taxes plus penalties are currently due and owing. For the transfer of the mobile home to a new owner, the delinquent first half 2026 taxes and penalties, plus the second half of calendar year 2026 taxes, must be paid in full prior to or at closing. Seller shall be responsible for payment of all delinquent mobile home taxes and penalties as a condition of closing.

6. HOMESTEAD EXEMPTION

The property is currently enrolled in the Ohio Homestead Exemption program, which reduces the real estate tax burden by $158.04 per half year (approximately $316.08 annually). The Homestead Exemption is a personal exemption tied to the owner's qualifying status and will terminate upon transfer of title. The Purchaser should budget for increased real estate taxes following closing as the Homestead Exemption will not carry over to the new owner absent independent re-qualification.

7. REAL ESTATE TAXES, ASSESSMENTS, AND SPECIAL ASSESSMENTS

Real estate taxes (Parcel 08-0528200.003) are assessed at $687.89 per half, plus special assessments for Clay Creek Dill Branch Ditch (RR-59) of $9.80 per half and Miami Conservancy District of $0.50 per half, for a total per-half assessment of $698.19. Taxes for the first half of calendar year 2025 have been paid. Taxes and assessments for the second half of calendar year 2025 and for calendar year 2026 constitute a lien on the property. Real estate taxes shall be prorated to the date of closing.

The property is subject to ongoing annual special assessments for Clay Creek Dill Branch Ditch and the Miami Conservancy District. Purchaser assumes all future special assessments following the date of closing.

8. RECORDED EASEMENTS AND RIGHTS OF WAY

In addition to the cell tower ground lease and access easement described above, the property is subject to the following recorded encumbrances, which are identified in the title examination prepared by Schnelle Law Office, LLC:

9. UTILITY BILLS AND PENDING ASSESSMENTS

No determination has been made by the title examiner as to the existence of unpaid utility bills for service to the property or pending assessments not yet of record. Seller shall be responsible for all utility bills accrued through the date of closing. Purchaser is encouraged to independently verify the status of all utility accounts and any pending special assessments prior to bidding.

10. ENVIRONMENTAL CONDITIONS

No environmental assessment has been conducted on behalf of Vondenhuevel Auctioneers LLC or Seller. The property is offered without representation as to the presence or absence of hazardous materials, underground storage tanks, wetlands, or other environmental conditions. Prospective purchasers are strongly encouraged to conduct independent environmental due diligence prior to bidding. The property is sold subject to all applicable environmental laws and regulations.

PROPERTY INSPECTION

Prospective bidders are strongly encouraged to inspect the property prior to bidding. Two scheduled open houses will be held at the property: Wednesday, June 3, 2026 from 12:00 P.M. to 1:00 P.M., and Wednesday, June 10, 2026 from 4:00 P.M. to 5:00 P.M. Private inspections outside of the scheduled open houses may also be arranged by contacting Vondenhuevel Auctioneers LLC. By bidding, the Purchaser acknowledges that they have had a full and adequate opportunity to inspect the property and all relevant documents and are satisfied with the results of their inspection. NO CONTINGENCY FOR INSPECTION WILL BE INCORPORATED INTO THE PURCHASE CONTRACT. The property is sold as-is regardless of any conditions discovered at or after the auction.

FINANCING — CASH SALE, NO FINANCING CONTINGENCY

THIS IS A CASH SALE. THE PURCHASE CONTRACT CONTAINS NO FINANCING CONTINGENCY. Purchaser's obligation to close is not contingent upon Purchaser obtaining financing or the approval of any loan. If Purchaser intends to finance the purchase, Purchaser must arrange financing prior to bidding and must be prepared to close on or before the closing date regardless of financing status. Failure to close due to inability to obtain financing will result in forfeiture of the Deposit as liquidated damages.

MEMORANDUM OF PURCHASE CONTRACT

The successful bidder will be required to execute a Memorandum of Purchase Contract within twenty-four (24) hours of the close of the auction. A sample Memorandum of Purchase Contract is available for review on the auction platform prior to bidding. The Memorandum of Purchase Contract, when signed by Purchaser and accepted by Seller, constitutes a binding contract for the purchase and sale of the property on the terms and conditions set forth therein and in these Terms and Conditions. No modifications to the Memorandum of Purchase Contract will be accepted.

DEFAULT

PURCHASER DEFAULT — FORFEITURE AND DEFICIENCY LIABILITY: In the event the Purchaser fails to deliver the required Deposit within twenty-four (24) hours of auction close, fails to execute the Memorandum of Purchase Contract within twenty-four (24) hours of auction close, or fails to close on or before the closing date for any reason other than Seller's inability to deliver marketable title, Purchaser shall be in default. Upon default by Purchaser:

By bidding and executing the Memorandum of Purchase Contract, Purchaser expressly acknowledges and agrees to the default and deficiency provisions set forth herein and understands that forfeiture of the Deposit does not extinguish Purchaser's open-ended liability for damages arising from Purchaser's breach under Ohio law.

SELLER DEFAULT: In the event Seller is unable to deliver marketable title as required by these Terms and Conditions within a commercially reasonable time, Purchaser's sole remedy shall be the return of the Deposit. Purchaser shall have no right to seek specific performance, consequential damages, or any other remedy against Seller or Vondenhuevel Auctioneers LLC.

AGENCY DISCLOSURE

In compliance with Ohio Revised Code §4735.55, the agency relationships in this transaction are disclosed as follows:

Justin Vondenhuevel, CAI, AARE, CES, GPPA of Vondenhuevel Auctioneers LLC, REALTOR® brokered by Gay Smith and Associates Realty, is the exclusive agent of the Seller in this transaction. The Auctioneer/REALTOR® and Broker owe fiduciary duties of loyalty, confidentiality, disclosure, obedience, accounting, and reasonable care exclusively to the Seller.

No agency relationship exists between the Auctioneer, Broker, or their respective agents and any prospective Purchaser, and no such party represents the interests of any Purchaser in this transaction. Prospective Purchasers are strongly encouraged to retain their own real estate professional, legal counsel, and financial advisors to represent their interests prior to bidding.

Lawyers Title Agency, Sidney, Ohio, serves as title and closing agent in this transaction and is not legal counsel for either Seller or Purchaser.

By registering and placing a bid, each Purchaser acknowledges receipt and understanding of this Agency Disclosure. A formal Ohio Agency Disclosure Statement will also be provided and executed in connection with the Memorandum of Purchase Contract at the close of the auction.

AUCTIONEER'S AUTHORITY AND AUCTION CONDUCT

Vondenhuevel Auctioneers LLC reserves the right to: (a) reject any bid that does not meet the minimum bid increment; (b) cancel, postpone, or re-open the auction for any reason; (c) resolve any disputes regarding bids or bidders in its sole discretion; and (d) ban any bidder who engages in bid manipulation, shill bidding, or any conduct deemed detrimental to the integrity of the auction. In the event of a technical failure of the online bidding platform, Vondenhuevel Auctioneers LLC reserves the right to extend the auction, declare the highest pre-failure bid as the winning bid, or take such other action as it deems appropriate under the circumstances. The decision of Vondenhuevel Auctioneers LLC on all matters relating to the conduct of the auction shall be final.

GOVERNING LAW

These Terms and Conditions, the Memorandum of Purchase Contract, and all matters arising from this auction shall be governed by the laws of the State of Ohio. Any dispute arising hereunder shall be subject to the exclusive jurisdiction of the courts of Shelby County, Ohio.

TITLE EXAMINATION AVAILABLE FOR REVIEW

A preliminary title examination of the property was conducted by Schnelle Law Office, LLC, Sidney, Ohio, dated April 30, 2026, and is available for review in the documents section of the auction platform at bids.vondenhuevelauctioneers.com. Prospective purchasers are encouraged to review the title opinion and consult with their own legal counsel. The title opinion is issued solely for use in connection with this auction and may not be relied upon by the Purchaser as a substitute for title insurance or independent legal review.

ACKNOWLEDGMENT

BY REGISTERING AND PLACING A BID ON THIS PROPERTY, BIDDER ACKNOWLEDGES THAT THEY HAVE READ THESE TERMS AND CONDITIONS IN THEIR ENTIRETY, UNDERSTAND THEM, AND AGREE TO BE BOUND BY THEM.

Questions regarding this auction should be directed to Vondenhuevel Auctioneers LLC at 135 South Wilkinson Avenue, Sidney, Ohio 45365.

Vondenhuevel Auctioneers LLC | Justin Vondenhuevel, CAI, AARE, CES, GPPA

Auctioneer/REALTOR® | Brokered by Gay Smith and Associates

Ohio Auctioneer License #57199671009 | Real Estate License #432565

bids.vondenhuevelauctioneers.com | 135 South Wilkinson Avenue, Sidney, Ohio 45365