COURT OF COMMON PLEAS SUMMIT COUNTY, OHIO

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Motion Page 1 of 9 COURT OF COMMON PLEAS

SUMMIT COUNTY, OHIO CITIZENS BANK, N.A.,

Plaintiff, v.

KNH WHOLESALE, LLC, et al., Defendants.

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Case No. CV-2020-09-2596 Hon. Kathryn Michael

PLAINTIFF’S MOTION FOR APPOINTMENT OF PRIVATE SELLING OFFICER

Simon PLC Attorneys & Counselors Marjan Neceski (0081944)

1715 Indian Wood Circle, Suite 200 Maumee, OH 43537

(419) 897-7967 (419) 897-0888 Fax

mneceski@simonattys.com Attorneys for Plaintiff

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NOW COMES Plaintiff, Citizens Bank, N.A. ("Plaintiff” of “Citizens Bank”), by and through counsel, and respectfully moves the Court for an Order appointing Beth Rose Real Estate and Auctions, LLC as Private Selling Officer, pursuant to Ohio Revised Code

§2329.151(C) and §2329.152, for the purpose of conducting a public sale of commercial real property located at 903 East Tallmadge Avenue, Akron, Ohio, 44310 (the

“Property”).(See, Exhibit 1 – Legal Description).

This lawsuit is the result of the failure by Defendants KNH WHOLESALE, LLC (“Defendant Wholesale”), KEVIN HOMROCK (“Defendant KH”) and NICHOLAS HOMROCK (“Defendant NH”), to make commercial loan payments when and as due to Plaintiff, under a U.S. Small Business Administration Note, secured by a mortgage, assignment of rents and fixture filings as against the Property. According to the Preliminary Judicial Report filed with the Complaint, Plaintiff’s mortgage and lien interests in the Property are senior to all liens, and subject only to statutory real estate taxes.

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Motion Page 2 of 9 Consistent therewith, the Judgment and Decree in Foreclosure as to the Property was entered in favor of Plaintiff and filed in this action with the Summit County Clerk of Courts on March 31, 2020, as amended by the Order Granting Motion to Amend Judgment and Decree in Foreclosure, Nunc Pro Tunc that was entered and

filed in this action with the Summit County Clerk of Courts on April 5, 2021.

Plaintiff notes that the Property was previously used as an indoor and outdoor car dealership, and so has unique traits. Attached as Exhibit 2 are Photographs of the Property, building, fixtures and appurtenances, to assist the Court with its analysis.

Plaintiff reasonably believes that because of the unique features and prior use of this commercial Property, that the recovery from the sale of the Property will be higher through an orderly and professionally marketed sale through a Private Selling Officer, as opposed to a standard or traditional Sheriff’s Sale method. A higher recovery will benefit all interested parties.

Plaintiff, through its counsel, has interviewed prospective Private Selling Officer candidates, and has found Beth Rose Real Estate and Auctions, LLC as imminently qualified to become the Private Selling Officer here, and undertake the related actions of marketing and public sale of the Property. (See, Exhibit 3).

Attached as Exhibit 4 hereto is Plaintiff’s proposed Order on this Motion.

WHEREFORE, Plaintiff Citizens Bank, N.A. respectfully requests that its Motion

be granted in its entirety, that Beth Rose Real Estate and Auctions, LLC be appointed as Private Selling Officer in this case, together with such other and further relief as this Court may deem just and proper.

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Motion Page 3 of 9 Respectfully submitted,

Simon PLC Attorneys & Counselors /s/ Marjan Neceski______________

Marjan Neceski (0081944) Attorneys for Plaintiff

 (419) 897-0404

 (419) 897-0888 Fax

Date: April 14, 2021  mneceski@simonattys.com

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Motion Page 4 of 9 MEMORANDUM IN SUPPORT OF PLAINTIFF’S MOTION

FOR APPOINTMENT OF PRIVATE SELLING OFFICER

I. BACKGROUND

For efficiency and economy, Plaintiff incorporates by reference as if fully rewritten herein, the COMPLAINT FOR MONEY DAMAGES, REFORMATION OF DEEDS, and MORTGAGE FORECLOSURE, together with all Exhibits attached thereto (the

“Complaint”). Plaintiff also incorporates by reference as if fully rewritten herein, the (i) Judgment and Decree in Foreclosure that was entered and filed in this action with the

Summit County Clerk of Courts on March 31, 2020, and (ii) Order Granting Motion to Amend Judgment and Decree in Foreclosure, Nunc Pro Tunc that was entered and

filed in this action with the Summit County Clerk of Courts on April 5, 2021 (together, “the Foreclosure Judgment”).

The Foreclosure Judgment provided a monetary judgment and award under the subject loan documents in favor of Plaintiff, and as against Defendants Wholesale, KH and NH, jointly and severally, and identified the Open-End Mortgage Deed and Security Agreement in favor of Citizens Bank as Mortgagee, and real property to be sold as foreclosed namely, 903 East Tallmadge Avenue, Akron, Ohio, 44310, with PPN 68-25207 020153102029000 (Parcel 1), PPN 68-25206 020153102027000 (Parcel 2), PPN 68- 25205 020153102028000 (Parcel 3) and PPN 67-55673 020153102033000 (Parcel 4), as more fully described therein (collectively the “Property”).

The Summit County “approved” legal description for the Property is attached as Exhibit 1 hereto.

Plaintiff notes that the Property was previously used as an indoor and outdoor car dealership by Defendant Wholesale, and so has unique traits. Attached as Exhibit 2

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Motion Page 5 of 9 hereto are some photographs of the commercial Property, building, fixtures and appurtenances, to assist the Court with its analysis. The photographs were part of an Appraisal commissioned by Plaintiff in January 2020, and a subsequent site visit on October 5, 2020, and show the characteristics and conditions involved.

Plaintiff requests an order from this Court for the appointment of a Private Selling Officer ("PSO") pursuant to O.R.C. § 2329.152 for the purpose of conducting a public sale of the Property, and recommends Beth Rose Real Estate and Auctions, LLC to be appointed as the PSO to sell and market the Property. Plaintiff proposes that sale of the Property would take place either on-line at www.bethroseauction.com or at such physical location as may be set forth in the notice of sale.

II. LAW AND ARGUMENT

Pursuant to O.R.C. §2329.152, this Court may appoint a PSO to perform certain aspects of the foreclosure sale, including advertising and auction of the Property.

Specifically, if appointed, the PSO shall:

(1) advertise the Property;

(2) conduct an auction of the property;

(3) engage the service of a properly licensed title agent or title company;

(4) execute to the purchaser (or purchaser's designee) a deed conveying the Property; and

(5) record the deed conveying the Property to the purchaser.

Plaintiff believes the employment of a PSO in this case will significantly increase marketplace exposure, and result in a higher selling price for the Property and greater overall recovery. This is especially true in light of the unique features and traits of this commercial Property.

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Motion Page 6 of 9 Indeed, the Ohio Supreme Court, in Ohio Savings Bank v. Ambrose, (1990) 56 Ohio St. 3d 53, 56 identified the primary purpose of a foreclosure sale as follows:

Our ruling is consistent with the primary purpose and goal of a foreclosure sale: to protect interests of the mortgagor/debtor, Union Bank Co. v. Brumbaugh, supra at 208 ... , and at the same time ensure that secured creditors will receive payment for unpaid debts. An obvious corollary of this concept is the desire to obtain the maximum amount of money from the sale ... ( emphasis supplied)

Plaintiff submits that it is in the best interests of all parties to this action that a PSO be authorized to sell the Property. A public auction and sale of commercial real property marketed and conducted by a licensed and experienced auctioneer generally enhances the sale result. The proposed PSO will professionally market this commercial Property beyond merely complying with the minimum statutory requirements of publication of the sale. The proposed PSO's professional marketing of this commercial Property will generally attract a greater number and higher quality of potential bidders, will maximize the ultimate selling price, and complete the sale in the most timely and efficient manner.

The PSO is required to advertise the Property in a newspaper of general circulation for a minimum of three (3) consecutive weeks pursuant to O.R.C. §§ 2329.26-2329.27.

The PSO shall perform additional advertisement related to the sale of the Property, including, but not limited to, online advertisement, social media advertisement, and direct marketing to potential purchasers.

The PSO is also required to sell the Property in accordance with the applicable sections of O.R.C. §§2329.01 to 2329.61. Where the Property is vacant and abandoned as we appear to have here (see, Exhibit 2), the PSO may show the interior of the Property in accordance with O.R.C. § 2329.272. The PSO is required to engage the services of a duly licensed title agent or title company to provide title, escrow, and closing services

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Motion Page 7 of 9 related to the sale of the Property, which title agent or company may also provide additional administrative services to the PSO.

Upon successful sale of the Property, the PSO is next required to execute a deed of conveyance to the purchaser (or purchaser's designee) of the Property, and cause the deed to be recorded on behalf of the purchaser. The PSO then files with the court an itemized report that includes: (1) the costs incurred for appraisal, publication, marketing, and any other expenses; (2) the fees charged by the title agent or title company for title, escrow, closing services, and administrative services, if applicable; and (3) the fees charged by the PSO related to the sale of the Property only to the extent any portion of such fees are to be taxed as costs to the case.

Plaintiff notes that fees charged by the PSO and related to the sale of the Property, are to be either: (i) paid directly by judgment creditor and none of the PSO sale fees will be charged as court costs or assessed against the defendants, in which case the PSO is authorized to list its sale fee as $0 on the report of sale filed in this case regardless of any contractual payment received from the judgment creditor; or (ii) a buyer's premium not to exceed 10% of the winning bid amount that will be added to the buyer's winning bid amount to establish the total purchase price payable by the buyer from sale proceeds and listed on the report of sale filed in this case. The costs and fees contained in the report are to be taxed as costs to the case as set forth in O.R.C. § 2329.152.

Plaintiff recommends that Beth Rose Real Estate and Auctions, LLC be appointed as the Private Selling Officer for the Property. Copies of current auctioneer and real estate broker licenses and a curriculum vitae of Beth Rose and Beth Rose Real Estate and Auctions, LLC, are attached as Exhibit 3 hereto. As more fully explained therein, Beth Rose and Beth Rose Real Estate and Auctions, LLC, is/are:

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Motion Page 8 of 9

• resident in the State of Ohio;

• licensed as an auctioneer;

• licensed as a real estate broker/salesperson; and

• well experienced in the sale of commercial real property and distressed real property throughout Ohio;

among other qualifications and experiences. (See, Exhibit 3).

III. CONCLUSION

Plaintiff respectfully requests this Court to appoint a Private Selling Officer in this matter to (1) advertise the Property; (2) conduct an auction of the property; (3) engage the service of a properly licensed title agent or title company; (4) execute to the purchaser (or purchaser's designee) a deed conveying the Property; and (5) record the deed conveying the Property to the purchaser.

For the reasons set forth above, the Plaintiff requests that this Court enter an Order appointing Beth Rose Real Estate and Auctions, LLC as Private Selling Officer related to the Property, including in the form attached as Exhibit 4 hereto.

Respectfully submitted,

Simon PLC Attorneys & Counselors

/s/ Marjan Neceski______________

 (419) 897-0404

 (419) 897-0888 Fax

Date: April 14, 2021  mneceski@simonattys.com

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Motion Page 9 of 9 CERTIFICATE OF SERVICE

This is to certify that on April 14, 2021, a copy of the foregoing PLAINTIFF’S MOTION FOR APPOINTMENT OF PRIVATE SELLING OFFICER was: (i) electronically filed with the

Summit County Clerk of Courts using the Court’s CM/ECF System, and Notice of this filing will also be sent to all parties of record by operation of the Court’s electronic filing system, and parties may access this filing through the Court’s system; and (ii) also served by ordinary U.S. Mail, postage prepaid, upon:

Zachary J. Splain (0097044) Karl W. Snyder (0091219) Richardson Law LLC

6059 Frantz Road, Suite 201 Dublin, OH 43017

zach@abkslaw.com karl@abkslaw.com Attorneys for Defendant Stanford Stanford

KNH Wholesale, Inc.

c/o Nicholas Homrock 1811 Edenhall Drive Cleveland, OH 44124 Nicholas Homrock 1811 Edenhall Drive Cleveland, OH 44124

Kevin Homrock

12415 Valley View Drive Chesterland, OH 44026 Chrome Cap

90 State Street, Suite 700 Albany, NY 12207

Alpha Capital Source, Inc.

622 East 8^th Street Brooklyn, NY 11218 Robert J. Byrne (0040299)

Dave Yost (0056290) Attorney General of Ohio 150 E. Gay Street, 21^st Floor Columbus, OH 43251

Robert.byrne@ohioattorneygeneral.gov Attorneys for Ohio Department of Taxation

Kristen M. Scalise, Fiscal Officer Summit County Fiscal Office Ohio Building

175 South Main Street Akron, Ohio 44308

Respectfully submitted,

Simon PLC Attorneys & Counselors /s/ Marjan Neceski______________

 (419) 897-0404

 (419) 897-0888 Fax

 mneceski@simonattys.com

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EXHIBIT “1”

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EXHIBIT A

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EXHIBIT “2”

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SUBJECT PHOTOGRAPHS

Taken by: Jeffrey S. Smith, MAI, SRA, CCIM on January 10, 2020

Subject Property Southern Elevation

Subject Property Southeastern Elevation

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Subject Property Eastern Elevation

Subject Property Northeastern Elevation

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Subject Property Northern Elevation

Parking Lot View

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Reception/Waiting Area View Broken Interior Glass Partitioning

Typical Private Office View

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Typical Break Room View

Typical Restroom View

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Storage View

Typical Warehouse View

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Typical Warehouse View

Typical Shop Office View

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Shop Restroom View

Shop Restroom View Broken Mirror Vandalism

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East Tallmadge Avenue West View

East Tallmadge Avenue East View

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RBS Citizens F2F Outreach Commercial Results 10/06/2020 10:24 AM

Campaign: Citizens Commercial Banking F2F Outreach - Commerial

Order Date: 09/29/2020

Account Number: 880881004230118

Borrower Name: KNH WHOLESALE LLC & NICHOLAS AND KEVIN HOMROCK Street Address: 903 EAST TALMIDGE AVE

City, State, Zip: SUMMIT COUNTY, OH 44137

Results: VCT - Vacant Property

JMA Comments: The agent went to the address on 10/5 and found the business KNH Auto Wholesale vacant. There is a For Lease sign posted from Pleasant Valley.

There is debris and misc items strewn about in the back of the property as well as inside.

Property Type: Commercial

Property Business Name: KNH AUTO WHOLESALE Is Property Occupied: Vacant and Secure Spoke with Customer: No

Contact Codes: No Contact

Employer's Name:

Employer's Address:

Business Phone Number:

Borrower Home Phone Number:

Cell Phone Number:

Customer of Address Verified By: N/A Apartment Complex Name:

Phone Number:

Left Letter Codes: Taped to Door Is Property For Sale: No

Realty Information: pleasant valley FOR LEASE

Realtor Phone: 3305352661

Vehicle seen at site: No Color:

VIN:

License Plate Number:

State:

Condition:

Garage Type: N/A

Garage Size: 0

Number of Stories: 1

Material Type: Brick

Color: Tan

Trim:

Condition of Property: Fair

Field Call Visits

Visit Date/Time: 10/05/2020 04:38 PM

Contact: No

Letter Left: Yes

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EXHIBIT “3”

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Beth Rose

Beth Rose Real Estate & Auctions, LLC Auctioneer | Realtor

6546 Weatherfield Court Building E | Suite 3 Maumee, OH 43537 BethRoseAuction.com

P:419.534.6223 Beth@Bethroseauction.com

Indiana University, Bloomfield, IN

CAI Designation (Certified Auctioneers Institute) Chair For 2015-2020 CAI

The American School of Auctioneering, Willard, OH Auction Certification

Stautzenberger College, OH Real Estate License EDUCATION

Vice President Present

National Auctioneers Association

Beth Rose Real Estate & Auctions, LLC Maumee, OH 1995 to Present President • CFO • Auctioneer • Realtor

My duties consist of overseeing every project, including the financials, to customer relations. Lead Auctioneer, Seminar Presenter, State Champions, International Auctioneer Champion, Winner of numerous national and State Marketing Awards. Formulation of company goals, strategy and implementation.

Overall management of company procurement of new business.

Rose Auction & Realty, Ltd Toledo, OH 1990 - 1995 Auctioneer • Realtor

Family owned Real Estate Auction Co. Rose Auction Co. is a nationally known company. Assisted owner and head Auctioneer, David Rose with auction property from our initial meeting to close.

Instructor - Reppert Auction School - Indiana - Present Instructor - Ohio Auction School - Columbus - Present

Education Institute Trustee for National Auctioneers Association - Present Private Selling Officer For the State of Ohio (PSO) - Present

Rose Award, CAI - Bloomington, IN - In memory of my late Father - 2001 Real Estate Summit Chair for NAA - 2017 & 2018

International Auctioneer Competition Chair - 2018/2019 Women in the Auction Industry - 2018

2016 International Auctioneer Champion 2016 Florida State Auctioneer Champion 2009 Michigan Auctioneer Champion

2016 Auction Marketing Campaign of the Year - USA Today EXPERIENCES

BethRoseRealEstate.com | 419.534.6223

O H I O | M I C H I G A N | F L O R I D A

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CAI - Certified Auctioneer Institute (2001) Dale Carnegie Sales Course (1996), Alumni AARE - Accredited Auction of Real Estate

AMM - Auction Marketing Management - Technology Specialist BAS Designation - Benefit Auctioneer Specialist Canidate DESIGNATIONS

NAR – National Assoc. of Realtors NAA – National Auctioneers Assoc.

MAR – Michigan Assoc. of Realtors OAR – Ohio Assoc. of Realtors MAA – Michigan Auctioneers Assoc.

OAA – Ohio Auctioneers Assoc.

MCB – Monroe County Board

TRAR – Toledo Regional Association of Realtors FAA – Florida Auctioneers Assoc.

OAR – Life Member - Award of Excellence, Ohio OAR – Award of Distinction, Ohio

OAR – Pinnacle of Performance, Ohio EWG – Executive Women’s Golf Assoc.

NGF – National Golf Foundation WCR – Women’s Council of Realtors Chamber of Commerce – of various states

Corporate Auctioneer for various Real Estate Firms in throughout Michigan, Ohio & SW Florida

2009 Michigan State Auctioneer Champion (First Woman in History) REO Specialist

2010 Board Member MAA - Michigan Auctioneer Association PIN - Property Investor Network

REIA - Real Estate Investor Association ASSOCIATIONS &

LICENSES

St. Jude Hospital

Diabetes Youth Services

Northwest Ohio Kidney Foundation Northwest Ohio Food Bank

Parkinson’s Foundation

Athletes for the Cure - Team Winter Sponsor - Prostate Cancer Awareness Mission of Hope Haiti

Susan G. Komen Foundation Birmingham Education Foundation Waterville Chamber of Commerce President, Blessings in Disguise NON PROFIT

AFFILIATIONS

Beth Rose

BethRoseRealEstate.com | 419.534.6223

O H I O | M I C H I G A N | F L O R I D A

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The Beth Rose Real Estate and Auction, LLC firm has provided its clients with professional real estate and auction services. For 30 years, The Beth Rose Real Estate and Auctions has served numerous sellers with a common goal … to make their assets bring top market value.

From our corporate office in Maumee, Ohio, our firm is strategically located to serve clients throughout the United States. Our national auction experience includes auction sales in:

The Beth Rose Real Estate and Auction, LLC maintains professional affiliations in all fifty states and the Caribbean region to serve our client’s asset marketing needs.

In response to an overwhelming demand for our auction services, our firm opened a full-service satellite sales center in Birmingham, Michigan & Naples Florida.

COMPANY OVERVIEW

Beth Rose

Arizona Arkansas California Florida Georgia

Illinois Indiana Kentucky Michigan Maine

Nevada New York New Jersey Oklahoma Tennessee

UtahVirginia West Virginia Ohio

BethRoseRealEstate.com | 419.534.6223

O H I O | M I C H I G A N | F L O R I D A

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From agricultural and residential to commercial properties & benefit auctions our firm hassuccessfully auctioned a vast array of assets throughout the United States to include:

Plus thousands of other unique properties across the nation.

OUR EXPERIENCE IN PERSONAL PROPERTY INVENTORY AUCTIONS INCLUDES:

OUR FIRM HAS BEEN SELECTED TO REPRESENT CLIENTS FROM AROUND THE NATION TO INCLUDE:

COMPANY OVERVIEW CONTINUED

Beth Rose

Apartments Condominiums

Commercial properties Development tracts Farmland

Golf Courses Homes

Industrial properties

Accountants Attorneys Auctioneers Celebrities

Charitable Organizations Colleges

Commercial Banks Antique collections Automobiles

Construction equipment Farm equipment

Industrial liquidations Nursery stock

Intellectual Properties Investment Portfolios Investment Properties Landscaping nurseries Marinas

Multi-Family Units Office buildings

Professional office parks

Credit Unions Developers Estates

Federal Land Bank Foundations Individuals

Insurance Companies Landscaping equipment Race cars

Rare coins Restaurants Retail inventory Benefit Auctions

Recreational tracts Residential subdivisions Restaurants

Resort properties Single Family Homes Shopping Centers Warehouse

Investment Companies Municipalities

Realtors

Savings and Loans Universities

The U.S. Bankruptcy Court

BethRoseRealEstate.com | 419.534.6223

O H I O | M I C H I G A N | F L O R I D A

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EXHIBIT “4”

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1

COURT OF COMMON PLEAS SUMMIT COUNTY, OHIO CITIZENS BANK, N.A.,

Plaintiff, v.

KNH WHOLESALE, LLC, et al., Defendants.

) ) ) ) ) ) ) ) )

Case No. CV-2020-09-2596 Hon. Kathryn Michael

ORDER GRANTING PLAINTIFF’S MOTION FOR APPOINTMENT OF PRIVATE SELLING OFFICER Simon PLC Attorneys & Counselors Marjan Neceski (0081944)

(419) 897-7967 (419) 897-0888 Fax

mneceski@simonattys.com Attorneys for Plaintiff

* * *

This matter having come before the Court on Plaintiff, Citizens Bank, N.A.’s Motion for Appointment of Private Selling Officer (“Plaintiff’s Motion”);

NOW, upon review of the pleadings and all submissions on Plaintiff’s Motion filed

in this case, it is hereby

ORDERED, ADJUDGED AND DECREED that Plaintiff’s Motion is GRANTED in

its entirety; and it is further

ORDERED, ADJUDGED AND DECREED that, Beth Rose Real Estate and

Auctions, LLC, whose address is 6546 Weatherfield Court Building E, Suite 3, Maumee, Ohio, 43537, is hereby appointed as Private Selling Officer to sell the Property, described in the legal description attached as Exhibit A hereto, at public auction in accordance with the Private Selling Officer’s terms attached as Exhibit B hereto, and in accordance with Ohio Revised Code Chapter 2329, et seq.

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IT IS SO ORDERED.

Dated: April _____, 2020. __________________________

Hon. Kathryn Michael

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EXHIBIT “A”

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4

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EXHIBIT “B”

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TERMS AND CONDITIONS FOR PRIVATE SELLING OFFICER SALE OF REAL ESTATE BY AUCTION COMPANY

1. The real properties located at 903 East Tallmadge Avenue, Akron, Ohio, 44310 ("Property”) shall be sold through the services of Beth Rose Real Estate and Auctions, LLC whom will be treated as a Private Selling Officer, and shall undertake all steps normally required by statute and by the Court’s Judgment to advertise and post notices for the sale.

2. Private Selling Officer will use its best efforts to advertise and market the Property for sale in a manner calculated to bring the highest and best price at the sale.

3. Private Selling Officer will incur expenses necessary for advertising and other aspects of the sale, which will be reimbursed from the proceeds of the sale in an amount not to exceed Two Thousand Dollars($2,000.00).

4. Private Selling Officer is authorized to charge and retain a Buyer Premium of ten percent (10%) from the highest bidder. Said Buyer Premium will be paid by the highest bidder directly to Private Selling Officer and shall be in addition to the amount of the winning bid entered by the highest bidder. No commission shall be charged to Citizens Bank, N.A. (“Bank”) by Beth Rose Real Estate and Auctions, LLC.

5. The sale shall be held online only on a date chosen by Private Selling Officer.

6. In order to facilitate the advertising and marketing of the Property for sale, Private Selling Officer shall have the right to place signs on the Property, and to access the Property to show it to potential buyers, if vacant and applicable. Upon request by Private Selling Officer, the Sheriff shall provide assistance using the minimum force necessary to gain access to the Property and to any building or enclosure located thereon. If the property is vacant and no other keys are available or provided by the current title holder, Private Selling Officer shall have the right to change locks as necessary to gain access to the Property.

7. Private Selling Officer shall assume no liability for personal injury to any potential buyer or sale attendee before, during, or after the auction, nor shall Private Selling Officer assume any liability for loss by fire, theft, destruction, damage or other calamity to the Property or any part of it.

8. Bidding shall be made without conditions and with no contingencies of any kind. The Property shall be sold "AS IS AND WHERE IS" with no representations or warranties of any kind being made to the Buyer. Private Selling Officer shall not be held to answer to any claims whatsoever concerning the condition and/or title to the Property.

9. Immediately upon conclusion of the auction, the highest bidder shall:

a. Execute a Bid Confirmation Agreement binding the bidder to complete the transaction b. Deliver to Private Selling Officer, a cashier's check or bank wire payable to Private Selling

Officer in the amount of Twenty Thousand dollars ($20,000.00), which shall be a nonrefundable "earnest money" deposit for the purchase of the Property.

10. Private Selling Officer shall see that the following take place to finalize the transfer of the Property:

a. Within thirty (30) days after the date of sale, a cashier's check, bank wire or other certified funds shall be delivered by Buyer to Private Selling Officer for the balance of the bid price plus buyer premium with credit given for earnest money previously paid. A Certificate of Sale will at that time be issued and delivered to the Buyer.

b. Private Selling Officer shall deliver to the Court, a Report of Sale and Confirmation request.

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c. Upon Confirmation by the Court, a Judicial Deed shall be delivered by Private Selling Officer pursuant to Ohio Revised Code Section 2329.36

d. Subsequent to the entry by the Court ordering approval of the sale, Private Selling Officer shall remit the net proceeds of the sale to the Bank after deducting any fees and expenses due Private Selling Officer, including advertising expenses as provided in Paragraph 3, buyer’s premium, recording costs and auditor fees. Payment to Private Selling Officer for its expenses and buyer premium shall be made prior to the payment of any other item, fee, or expense.

11. If the Buyer fails to timely deliver the second earnest money installment or the final balance of the sale price to Private Selling Officer, then:

a. the Buyer’s deposit monies shall be forfeited and applied first to any costs or expenses of the sale; and the remainder shall be split equally between Private Selling Officer as reimbursement for its costs and fees, and the Bank as payment towards the balance of the Judgment, and;

b. Private Selling Officer is authorized to sell the Property to a backup bidder from the original sale, if in the judgment of the Private Selling Officer and Bank, the price the backup bidder is willing to pay is a greater amount than a subsequent sale is likely to realize after payment of advertising and other costs for the subsequent sale. Otherwise, the sale shall be reset under the same terms as herein provided.

12. The Buyer shall have rights to possession and title to the Property upon confirmation by the Court and delivery of a deed by Private Selling Officer to Buyer.

13. The Buyer shall be responsible for the payment of all taxes and assessments for installments due and owing at the time of the sale and accrued subsequent thereto.

14. If the auction is cancelled, Beth Rose Real Estate and Auctions, LLC shall be compensated as follows:

a. If the auction is cancelled but rescheduled for a later date, Beth Rose Real Estate and Auctions, LLC shall be entitled to recover its advertising expenses for the cancelled auction, and the advertising expenses and professional services fees for the rescheduled auction as provided for in paragraphs 3 and 4 above.

b. If the auction is cancelled and the Property or underlying note is sold within 90 days of the scheduled auction date, Beth Rose Real Estate and Auctions, LLC shall be entitled to recover the advertising expenses provided for in paragraph 3 and 10% of the sale amount from the Bank. Beth Rose Real Estate and Auctions, LLC shall compensate any cooperating brokers representing the buyer (up to 2%) from Beth Rose Real Estate and Auctions, LLC 10% without additional charge to the Bank.

c. If the auction is cancelled and the Property is released to the borrower or borrower sells to a third party, whether as a part of a settlement, short sale or payment of the borrower’s debt in full, Beth Rose Real Estate and Auctions, LLC shall be entitled to recover from Bank the advertising expenses provided for in paragraph 3 and 10% of the settlement or debt fulfillment.

d. If the auction is cancelled for any reason other than those in subparagraphs (a) – (c) above, and the auction is not rescheduled within 90 days, Beth Rose Real Estate and Auctions, LLC shall be entitled to recover its advertising expenses for the cancelled auction and a professional services fee of two thousand dollars ($2,000).

15. If Bank makes the highest bid to purchase the Property at the sale using its judgment balance as a credit, then Bank shall forthwith pay:

a. The Sheriff any unpaid or un-reimbursed costs and expenses of the sale; and

b. Beth Rose Real Estate and Auctions, LLC expenses as set forth in paragraph 3 above, and a professional services fee of two thousand dollars ($2,000) for its efforts and services.