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PROGRESSIVE RESERVE AUCTION: LISTING ADDENDUM
This Addendum modifies the terms and conditions of the Exclusive Right to Sell Listing Contract (“Contract”) entered into by Seller an_________________________ (Broker) on ___________________. In consideration of the mutual promises contained herein, Seller, Broker and Lee Friedberg (Auctioneer), Prudential, Fox & Roach and the Jeff Quintin Real Estate Super Team, agree that the Contract is modified as follows

1. AUCTIONEER’S RESPONSIBILITIES AND AUTHORITY:

Lee Friedberg (Auctioneer), is an agent of Prudential Select Properties, and is an auctioneer licensed by the Ohio Department of Agriculture and real estate agent licensed by the New Jersey Boardt of Realtors. From the moment of the signing of this agreement to the sale and transfer of the property or the final date for the submission of bids, Lee Friedberg, Prudential Fox & Roach and the Jeff Quintin Real Estate Super Team, shall assume all marketing and seller representation oversight. These include, but are not exclusive to advertising, promotion, buyer and agent communication, negotiation, and contracts. Seller’s Broker shall retain certain marketing rights including multiple listing service and all other normal venues, with responsibility for reflecting auction activities. Seller’s Broker and Seller’s Agent shall perform no real estate services for the Seller during the Auction Period without the approval of the Auctioneer, who will not require that services be withheld unreasonably. Auctioneer’s activities shall conform to New Jersey law and the rules of the Auctioneer Program, New Jersey Board of Realtors. Auctioneer/agent and Seller’s Broker activities shall conform to new Jersey law and rules of the New Jersey Board of Realtors. Auctioneer shall be responsible for the completion of all closing activities. All other rights and responsibilities shall return to the seller’s broker upon the sale and transfer of the property or the final date for the submission of bids. Lee Friedberg, Auctioneer, Prudential Fox & Roach and the Jeff Quintin Real Estate Super Team, assumes all of the responsibilities and fiduciary duties attendant upon an agent of the seller.

OTHER:
___________________________________________________________________________________________________________________ ___________________________________________________________________________________________________________________ ___________________________________________________________________________________________________________________

2. LISTING AND AUCTION:

This Addendum does not constitute a real estate listing by the Auctioneer. The Broker’s Exclusive Right to Sell Agreement shall remain unchanged except where specifically modified by this Addendum. This addendum does not constitute an exclusive right to sell. The “Progressive” Reserve Auction shall commence upon the signing of this document or a predetermined date (Section 3). Bids may be submitted until the predetermined end date for bid submission (Section 3). The auction shall end when the seller and a buyer sign a Purchase Agreement or when the end date for bid submissions passes without a bid producing a Purchase Agreement signed by the Seller and a buyer. At this time the listing agent shall immediately have authority to return the listing and marketing to the standard listing format. All potential buyers who view or inquire into purchasing the property during the auction shall be considered a product of the auction process. Should such buyer present an offer within

©2005, An Independently owned and operated member of Prudential Real Estate Affiliates, Inc.

Seller’s Initials: _________ / ________

Date: _______

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90 days after the end date for bid submissions, said buyer will be responsible for compensating the auctioneer by paying the Buyer Premium (Section 5) should the offer produce a written Purchase Agreement with the Seller. Should the seller conclude a purchase agreement with such buyer and the buyer refuse to pay the Buyer Premium, the Seller will be responsible for paying the Buyer Premium to the Auctioneer.

3. PLACE AND DATE OF SALE:

Seller agrees to the sale of Seller’s Property located at ______________________________________________, “Progressive” Reserve Auction conducted by Auctioneer as set forth herein (“Auction”). The “Progressive” Reserve Auction shall commence on __________________________, with predetermined end date for bid submissions being ______________________. Should no purchase contract be entered into by the Seller and a Buyer by the aforementioned end date, the Seller authorizes an extension of the bid submission end date to________________________. Should this property not sell by the end of the bid submission periods, marketing shall revert to a standard, non-auction listing with a list price of $________________. This Progressive Reserve Auction shall be conducted from the Auctioneer’s offices.

4. “PROGRESSIVE” RESERVE AUCTION EXPLAINED:

A “Progressive” Reserve Auction is a reserve auction* in which bids may be submitted until a predetermined end date or until a purchase agreement is entered into by the Seller and Buyer, whichever occurs first. The Auctioneer provides guidelines for prospective buyers including Buyer Instructions, and Terms and Conditions for bid submission. Bids are reviewed and presented to the seller on an on-going basis. The goal of this competition is to produce the highest and best bid. The Seller reserves the right to accept or reject all bids (See next paragraph). The Seller reserves the right to negotiate with any and all bidders. The Seller or a person acting on Seller’s behalf may bid in the “Progressive” Reserve Auction providing Auctioneer makes full disclosure of seller’s right to bid before the bidding begins. (See Exhibit #1: Progressive Reserve Auction Terms and Conditions).

5. AUCTIONEER’S COMPENSATION:

As full and complete compensation for all services to be rendered in accordance with this Agreement, Auctioneer shall be compensated by the payment of a “Buyers’ Premium”, a fee added to the Buyers’ bid accepted by the Seller, in the amount of Three Percent (3%) of the Accepted Bid. Such Accepted Bid plus the Buyers’ Premium shall comprise the Total Sum of the Buyers’ Offer to Purchase as reflected in the Purchase Agreement unless otherwise agreed to by all parties. (See Exhibit #2: Progressive Reserve Auction Purchase Addendum).

6. MARKETING AND ADMINISTRATIVE COSTS:

In certain circumstances marketing costs are due upon signing of this Addendum and payable to Michael J. Fergus, Auctioneer. Said costs, including rental, advertising and outside labor costs shall not exceed $_______, due immediately upon signing this contract. Seller will be provided with itemization of all marketing and administrative costs and/or charges within 90 days of the end of the auction period. Unspent funds will be returned to the seller at that time

OTHER:
___________________________________________________________________________________________________________________ ___________________________________________________________________________________________________________________ ___________________________________________________________________________________________________________________

©2005, An Independently owned and operated member of Prudential Real Estate Affiliates, Inc.

Seller’s Initials: _________ / ________

Date: _______

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7. CLOSING:

The Closing shall be on or before 45 Days after the acceptance of an Offer to Purchase by the Seller, except that the Seller, Buyer and Auctioneer may mutually agree in writing to alter same.

8. CONDITIONS OF THE AUCTION:

The Auction will be conducted pursuant to the following conditions: (1) the Auctioneer’s decision is final in the event of a dispute over any Auction matter; the Auctioneer reserves the right to accept bids in any increments he/she feels are in the best interest of his/her clients; (2) the Auctioneer reserves the right to bid on behalf of any buyer (Subject to Seller’s consent as set forth herein); (3) all Auction Sales Contracts will be presented to the Seller for approval; (4) the Auctioneer reserves the right to withdraw any property including property to be sold at Absolute Auction from the Auction, without penalty; (5) the Auctioneer may elect to cancel the Auction without penalty if Auctioneer believes that the outcome will not be in the Seller’s best interest; (6) it is Buyer’s responsibility to check with the appropriate authority/authorities regarding the Property’s zoning and current or future intended use, as well as any restrictions or covenants affection the Property; (7) bidder(s) has/have the right and should examine the applicable county master plan and any municipal land use plans and maps for the area in which the Property is located prior to bidding; (8) the Seller, Auctioneer and agents assume no responsibility for the information contained in said plan(s) and assume no liability for failure by Buyer to review the plans; and (9) the purchase/sale contract will not be contingent upon bidder(s) review of such plans. Auctioneer complies with all federal, state and local laws regarding the buying and selling of the Property. Auctioneer may amend or supplement the forgoing conditions relative to specific auction rules at any time prior to the start of the auction.

9. SPECIAL PROVISIONS:
___________________________________________________________________________________________________________________ ___________________________________________________________________________________________________________________ ___________________________________________________________________________________________________________________

10. ENTIRE AGREEMENT:

The Exclusive Right to Sell Agreement, together with this Addendum and any Exhibits attached hereto, constitutes the entire agreement between the parties. No amendments or changes to the Contract shall be effective unless set forth in writing, dated and signed by all parties.

11. APPLICABLE LAW:

The Contract shall be governed by laws of the State of Ohio. An action to enforce the terms and conditions stated in the Contract shall be commenced in the courts of the State of New Jersey.

12. POSSESSION:

Possession of the Property is to be given to Purchaser ______ day(s) from date of closing transaction subject to rights of tenants.

©2005, An Independently owned and operated member of Prudential Real Estate Affiliates, Inc.

Seller’s Initials: _________ / ________

Date: _______

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13. MISCELLANEOUS:

This addendum to the Exclusive Right to Sell Agreement shall be binding upon and inure to the benefit of the parties hereto, their heirs, executors, administrators, personal representatives, successors, assigns, and trustees. Seller hereby acknowledges receipt of a copy of this Addendum and any exhibits attached. All terms and conditions stated in the Exclusive Right to Sell Agreement not inconsistent with this Addendum shall remain in full force and effect. Auctioneer is Licensed by the State of Ohio, Department of Agriculture. Any person aggrieved as a result of auctioneer’s actions may initiate a claim against the Auction Recovery Fund created pursuant to Section 4707.25 of the Ohio Revised Code” Ohio Department of Agriculture Enforcement Division / Auctioneer Program 8995 E. Main Street Reynoldsburg, OH 43068.

PROGRESSIVE AUCTION ADDENDUM for Address

Date Lee Friedberg, Licensed Auctioneer & Real Estate Agent, Prudential Fox & Roach Realtors and the Jeff Quintin Real Estate Super Team and Lee Friedberg Ohio Auctioneer License #

Cooperating Listing Broker: Listing Broker Authorized Representative: Printed Name

Signature Seller(S): Printed Name Signature Date

Printed Name

Signature

Date

©2005, An Independently owned and operated member of Prudential Real Estate Affiliates, Inc.

Seller’s Initials: _________ / ________

Date: _______