1. REGISTRATION

Registration is required in order to bid on any Auction Property, however there is no fee to register. In order to register for the auction, interested parties must go to www.NationwideREOAuction.com and fill out the online registration form. This form cannot be filled out by any other means than electronically at the Internet website address previously specified. Registration is open to any person(s) or entity(-ies) who wish to place bids on Properties being electronically auctioned by Auctioneer at the request of the Seller(s). Eligibility to participate in Auction(s) is limited only by the requirements stipulated by the Seller of each Auction Property which may include but is not therefore limited to prequalification by an affiliated Lender or an acceptable alternative Lender, which will be approved at the sole discretion of the Seller of the Property(-ies) in question at any time. Upon confirmation of your registration, you will be granted access to the online bidding system located at www.NationwideREOAuction.com for the purpose of bidding on Auction Properties therein listed.

2. DUE DILIGENCE

Inspection. Winning Bidders shall represent, covenant, and warrant that they are purchasing the Property relying solely on their independent inspection of the Property in its existing condition if such an inspection is so desired. Neither Sellers nor Auctioneer shall be liable for any allowance, adjustment or revision based upon the failure of the Property, appliances, or floor plans to conform to any specific standards. Any information provided by Sellers or Auctioneer regarding sizes, floor plans, square footage and/or bedrooms/bathrooms for the Properties are approximations only and are based on information available. Actual sizes, floor plans, square footage and/or bedroom/bathrooms may vary.

A Bidder should personally inspect all property(-ies) he or she is interested in purchasing. Each prospective purchaser and/or Bidder and/or Winning Bidder assumes all risks associated with any such inspection(s). An inspection should include a thorough physical inspection of the Property, and of any information or documents made available by the Seller. Each Property is being sold “As Is, Where Is, and With All Faults”, with no guarantee or warranty whatsoever, and in accordance with the Conditions hereinafter described and as further described in the Purchase Agreement. It is the responsibility of Bidders to inspect each Property he or she desires to bid upon prior to the auction and to satisfy themselves as to its physical condition.

Bidders may wish to consult a licensed real estate broker or contractor in connection with any prospective bid. All sales are subject to the terms and conditions contained in the Purchase Agreement. No sale will be contingent upon inspection of the property after the Auction unless otherwise specifically permitted under the Purchase Agreement.

Occupied Properties. Some of the Properties being offered for Auction may be occupied or otherwise unavailable for inspection. Please do not disturb the current tenants. As with all other Properties, occupied Properties will be offered at Auction and will be sold on an “As Is, Where Is, and With All Faults” basis. The only contingency for the sale of these Properties shall be a seven (7) calendar day inspection period which shall begin upon the receipt by Winning Bidder of a “Notification to the Buyer of Vacancy.” Winning Bidder will then have seven (7) calendar days to do a physical inspection of the premises and approve or decline said transaction. If Winning Bidder chooses to cancel the purchase as a result of such inspection, Winning Bidder must provide written notice to Seller within three (3) business days following the seven (7) calendar day inspection period. Notice shall be deemed given when sent. After delivering such notice of cancellation, Winning Bidder’s only remedy shall be the return of all funds deposited and neither Winning Bidder nor Seller shall have any further obligation to one another. Failure to inspect the Property and/or provide notice of cancellation within the required timeframe shall be deemed an approval of the sale for these purposes and a waiver of any right to cancel based on such inspection.

Property Information and Documents. Bidders are advised to view the information about available Properties at www.NationwideREONetwork.com and thoroughly review all available information as published by Sellers. By bidding on any Property through the Auctioneer, all Bidders and/or Winning Bidders are implicitly agreeing that they have reviewed any and all information regarding the Property and that the information is sufficient in as far as the Bidder(s) willingness to be on the Property regardless of any information not available or not disclosed at the time any bid was placed on the Property with the Auctioneer.

Exclusion/Disclaimer of Warranty. Neither Seller nor Auctioneer makes any representations or warranties as to the accuracy or completeness of any information contained on-line at the Auction website, any other website where the auction Property has been displayed, or in any printed materials for the Property.

Upon registering as a Bidder and bidding in an Auction, each Bidder shall be deemed to represent, warrant and agree that wish respect to each Property bid upon (a) such Bidder is familiar with the physical condition of the Property and has conducted such investigation of the Property as the Bidder considered appropriate, (b) neither Auctioneer nor Seller, nor any affiliate, agent, officer, employee or representative of either of them has made any verbal or written representations, warranties, promises or guarantees whatsoever to the Bidder, expressed or implied, and in particular, that no such representations, warranties, guarantees, or promises have been made with respect to the physical condition, operation, or any other matter or thing affecting or related to the Property and/or the officer or sale of the Property, (c) Bidder has not relied upon any representations, warranties, guarantees, or promises or upon any statements made or any information provided concerning the Property, included but not limited to online at the Auction website, any other website displaying information about the Property, or any printed materials of any kind with information about the Property as made available by the Auction, or by the Seller, or any employees or representatives of either of them, (d) Bidder has determined to make its bid after having made and relied solely on its own independent investigation, inspection, analysis, appraisal and/or evaluation of the Property and the facts and circumstances related thereto.

Upon registering as a Bidder and bidding at the Auction, each Bidder shall also be deemed to represent, warrant and agree that (x) any information provided or to be provided by or on behalf of the Seller with respect to the Property(-ies) including, without limitation, all information contained online or in any form of print was obtained from a variety of sources and that Sellers and Auctioneer have no made any independent investigation or verification of such information and make no warranty as to the accuracy or completeness of such information, (y) without limiting the generality of the foregoing, neither Auctioneer nor Sellers shall be under any obligation to disclose to any Bidder, and shall have no liability for its failure to disclose to any Bidder, any information known to them relating to any Property except as required by law, and (z) Sellers and Auctioneer are not liable or bound in any manner by any oral or written statements, representations or information pertaining to the Property(-ies), or operation thereof, furnished by any real estate broker, agent, employee, servant or other person.

"As Is, Where Is and With All Faults." All of the properties will be sold by Seller through Auctioneer "As is, where is and with all faults" as more particularly described in the purchase agreement. Without limiting any other provision of these Terms or the Purchase Agreement, all prospective purchasers/Bidders acknowledge and gree that they are bidding for and, if the winning Bidder, acquiring the property in its present state and condition as of Auction day, with all defects, both patet and latent, and with all faults of the property whether known or unknown, presently existing or that may hereafter arise. All prospective purchasers/Bidders acknowledge and agree that Sellers and Auction have not made, do not make and specifically negate and disclaim and representations, warranties, promises, covenants, agrements or guarantues of any kind or character whatsoever, whether express or implies, oral or written, past, present or future, of, as to, concerning or with respect to the Property, including without limitation: (A) the value, nature, quality or condition of the property, including, without limitation, the water, soil and geology; (B) the income the be derived from the property; (C) the suitability of the property for any and all purposes, activites and uses which Bidder may conduct thereon; (D) the compliance of or by the property or its operation with any laws, rules ordinances or integrity of the land or any buildings or improvements of any applicable governmental authority or body; (E) the habitability, merchantability, marketability, profitability or fitness for a particular purpose of the Property; (F) the manner or quality of the construction or materials, if any, incorporated into the Property; (G) the manner, quality, state of repair or lack of repair of the Property; (H) the existence of any view from the Property or that any existing view will not be obstructed in the future; (I) any other matter with respect to the Property; (J) any other matter with repsect to the Property; (K) the conformity of the improvements to any plans or specifications for the Proeprty that may be provided to Bidder; (L) the conformity of the Property to applicable zoning or building code requirements; (M) the existence of soil instability, past soil repairs, susceptibility to landslides, sufficiency of under-shoring, sufficiency of drainage, or any other matter affecting the stability or integrity of the land or any buildings or improvements situated thereon; or (N) whether the Property is located in a special studies zone under the public resources code or a seismic hazards zone or a state fire responsibility area, or a special flood hazard zone. Bidder acknowledges that the Property may not be in compliance with applicable zoning, building, health or other law or codes, and neither Seller, Auctioneer nor any of their respective representatives or agents has occupied the Properety and that the Property may not be in habitable condition. All prospective purchasers/Bidders further acknowledge and agree that, without limitation, Seller and Auctioneer have not made, do not make, and specifically disclaim any representation regarding compliance with the Americans With Disabilities Act or with any environmental protection, pollution or land use laws, rules, regulations or orders or requirements, as defined by the U.S. Environmental Protection Agency regulations or the disposal or existence, in or on the Property(-ies), of any hazardous substance, as defined by the comprehensive Environmental Response Compensation and Liability Act of 1980, as amended, and regulations promulgated thereunder. Each prosepctive purchaser/Bidder and anyone claiming by, through or under the same hereby fully and irrevocably releases all Sellers and Auctioneer, their repsective employees, officers, directors, representatives, attorneys and agents from any and all claimes that he/she/it or they may now have or hereafter acquire against Sellers and Auctioneer, their respective employees, officers, directors, representatives, attorneys, and agents for any cos, loss, liability, damage, expense, demand, action or cause of action arising from or relating to any construction defects, effors, omissions, or other conditions, including environmental matters, affecting the Property(-ies), or any protion thereof. This release includes claims of which prospective purchaser/Bidder is presently unaware or does not presently suspect to exist in his/her/its favor which, if known by prosective purchaser/Bidder, would materially affect prospective purchaser's/Bidder's releast of Sellers and Auctioner. Each prosepctive purchaser/Bidder should consider these matters when registering as a Bidder and placing Bids with Auctioneer.

Property Conveyance. All Property(-ies) are to be conveyed as fee simple title, with title incurance by standard title policies (as applicable), subject to current taxes, rights-of-way, assessments, easements and other conditions of record, and any exceptions written in the Prelimitary Title Report and other standard title exclusions.

3. BIDDING AND BUYING AT AUCTION

Price And Bidding. The price listed for the opening of each Auction is the minimum selling price set by the Seller. The first bid must be at or above this price in order to particpate in the Auction of each Property. In order to become the Winning Bidder for a Property, a Bidder must meet or exceed the listing price at the opening of the Auction and have the highest bid of all Bidders participating in the Auction of the Property. If no Bidders meets or exceeds the opening listing price, the Seller is under no obligation to sell the Property. The Seller may withdraw a Property at any time prior to the announcement of the completion of the sale by the Auctioneer. Auctioneer is not acting as an agent for any Bidder or Seller in any capacity, and is acting exclusively as the provider of the online auction platform.

Buyer’s Premium. The total purchase price will include a buyer’s premium equal to five percent (5%) of the winning bid price. Therefore, the actual total purchase price at the close of any Auction is equal to the winning bid price plus five percent (5%) (herinafter as the “Total Purchase Price”). The Total Purchase Price does not include other amounts payable by the Buyer during closing, such as escrow/closing fees, property taxes, insurance, etc. The buyer's premium is the fee the Auctioneer charges in order to facilitate the Property Auction. Payment of the Buyer's Premium will occur prior to or simultaneous with the execution of the Purchase Agreement.

Bidding and Winning. Your completed registration for a Bidder account, combined with an approval for loan prequalification, entitles you to bid in Auctions for Property(-ies) with the online system. To purchase a particular property during the course of an Auction, one must place bids and become the Winning Bidder as recognized by the automated system of the Auctioneer. Upon being acknowledged by Auctioneer as the Winning Bidder, the Winning Bidder will be presented with a Purchase Agreement and relative closing documents for review. The Purchase Agreement will contain the exact terms and conditions of the sale. A Winning Bidder shall then enter into a Purchase Agreement with the Seller for the Property having been won at Auction. If a Winning Bidder refuses to execute the Purchase Agreement within twenty-four (24) hours of being acknolwedged by the Auctioneer as the winning bidder, then Auctioneer or Seller may declare the Winning Bidder to be in default. In such event, the Winning Bidder’s bid shall be null and void and Auctioneer and Seller shall have absolutely no further liability or obligation to that Bidder. Furthermore, Auctioneer reserves the right to immediately place the Property back up for sale at Auction. Additionaly, a Winning Bidder must agree to be bound by all terms, providions and conditions of the Purchase Agreement and the related coneyance and loan documents, if any, for each particular Property, as between Winning Bidder and Seller, the Purchase Agreement supersedes any and all other documents or information (including without limitation these Terms and Conditions) and serves as the governing document for the sale of each Property.

Cancellation/Liquidated Damages. If a Winning Bidder failts to copmly with any of these Terms and Conditions, or subsequently defaults under the Purchase Agreement, the sale may be canceled by the SEller and the Buyer shall be required to pay damages as set forth in the Purchase Agreement. A Winning Bidder considered to have defaulted or failed to comply with these Terms and Conditions or those set forth in the Purchase Agreement shall still be bound to the pay the Buyer's Premium in the amount as described in these Terms and Conditions.

4. GENERAL AUCTION INFORMATION

Sellers and Auctioneer reserve the right to deny any person participation in an Auction as well as the right to terminate any Bidder's participation in an Auction for interference with the Auction activities, nuisance, canvassing, solicitation, or any other reason.

Seller and Auctioneer have the right to postpone or cancel an Auction, to withdraw any Property from the Auction and to change any terms of the Auction or particular conditions of sale upon announcement prior to or during the course of the Auction. Announcements made by the Auctioneer or its announcer during the Auction shall supersede and take precedence over all prior oral or written terms and conditions – including these Terms and Conditions. The Auctioneer may postpone or cancel the Auction, modify the Auction Terms and Conditions, reject any or all bids and/or advance the bidding. In the event of a dispute among Bidders, the Auctioneer shall make the sole and final decision to either accept the final bid or to re-offer and resell the Property in dispute.

Each Bidder in an Auction shall be deemed to have consented to the issuance of press releases and other public communications by Seller, Auctioneer or their agents regarding the Auction and the Properties offered or sold at the Auction.

The respective rights and obligations of the parties with respect to these Auction Terms and Conditions and the conduct of the Auction shall be governed by, interpreted and enforced under the laws of the State of California as well as the state in which the Property is physically situated. In the event of any legal conflict during an Auction, the legal venue shall always be the State of California in the County of Orange. In the event of any legal conflict following the close of an Auction, the legal venue shall be the state and county where the Property is physically situated. By bidding at the Auction in any acceptable manner, each Bidder shall be deemed to have irrevocably (a) submitted to the courts of competent jurisdiction as noted above (including the federal courts) in connection with any suit, proceeding or other legal process relating to the Auction and/or the offering or sale of any Property (“Action”), (b) agreed that any Action may be heard in any such court, (c) waived the defense of any inconvenient forum to the maintenance of any Action in any such court, and (d) agreed to be subject to suit, service and legal process of such court in connection with any Action. Upon execution of the Purchase Agreement, all rights and remedies with respect to the Property covered by such Purchase Agreement shall be governed by such Purchase Agreement.

Offers made at the Auction are void where prohibited by law. Any information on any website, in any brochure, e-mail or postcard and any and all information available regarding the Properties in any form shall not constitute an offer to sell or a solicitation of any offer to buy any of the Properties referenced herein. In addition, and without limitation of the foregoing, any website or brochure shall not constitute an offer to sell or a solicitation of any offer to buy nor shall there be any sales of any of the Properties in any state in which such offer, solicitation, or sale would be unlawful prior to the registration or qualification under the applicable security laws of that state. For purposes of compliance with The Foreign Investment in Real Property Tax Act, Seller represents that Seller is not a non-resident alien, foreign corporation, foreign partnership, foreign trust or foreign estate and agrees to execute an affidavit to this effect at the time of closing.