Exhibit A United Country Real Estate and Auction Services, LLC 740-965-1208 | 614-206-1135 Owner: William L. Walker Revocable Trust Agreement dated July 1, 2019 By Heidi L. Rice and Bart D. Walker Co Trustees TERMS AND CONDITIONS Pursuant to the pre-auction sale bills and applicable law, THESE TERMS AND CONDITIONS REPLACE AND SUPERSEDE ALL PRIOR TERMS AND CONDITIONS OF ANY NATURE, WHETHER WRITTEN, VERBAL, OR OTHERWISE. IT IS THE BIDDER'S RESPONSIBILITY TO BE FAMILIAR WITH THESE TERMS AND CONDITIONS. By registering for this auction and placing a bid, the bidder acknowledges that these terms and conditions have been disclosed to the bidder, and bidder agrees to be bound by these terms and conditions. Property sells with owner confirmation day of sale. 1. Buyer to pay Ten Percent (10%) of the accepted bid price as a NONREFUNDABLE down payment by Personal or Company Check Day of auction and upon execution of the purchase agreement, to be applied on the purchase price at closing, or retained by Seller if the closing does not occur. Balance of purchase price is due in cash at closing which shall occur on or before July 12, 2024, Real estate taxes shall be prorated to the day of closing based upon the most recent available tax rate and valuation. Survey: A new survey will be provided by the seller if necessary for transfer, otherwise a new survey will not be provided. The survey will be at the Sellers expense and any issues regarding the survey will be at the Seller's discretion. The seller will pay for conveyance fee, owner's policy of title insurance from Acquisition Title. The seller's portion of title agency closing fee not to exceed $300.00, and deed preparation only. The seller will pay no other closing costs. The owner's policy of title insurance shall contain all standard exceptions, as listed in the title commitment. As owner's title insurance is being provided, the seller reserves the right to determine which form of deed (warranty, fiduciary etc) shall be used. 2. All real property and improvements are selling in their present "AS IS" and "Where-IS" condition with no warranties expressed or implied by the Seller or Seller's agent. No representations have been made by Seller or Seller's agent regarding fitness of the real property or improvements for a particular use or any Buyer's development plans. It is Buyer's responsibility to have any inspection Buyer desires completed prior to auction and this includes any environmental inspections buyer desires. It is the Buyer's responsibility to pay for and obtain all due diligence inspections and inquiries as to feasibility of Buyer's intended development plans prior to bidding. United Country Real Estate and Auction Services, LLC, and all agents associated, represent only the Seller in this transaction. Successful Buyers shall sign an agency disclosure form acknowledging that United Country Real Estate and Auction Services, LLC and its associated agents are working on behalf of the Seller. 3. All prospective Buyers who desire to participate in the auction must register the day of sale prior to bidding and must then provide such personal information as requested by the auctioneer. Realtor cooperation is welcome; however, you must register your clients 48 hours prior to sale with an agency disclosure, show them the property and attend the auction. Co-Op commission is 2 % if registered less than 48 hours Co-Op commission is 1% No exceptions. 4. Seller has specifically reserved the right to have the auctioneer determine the minimum bid advancement that will be accepted from all bidders. The auctioneers will handle any disputes at the time of the auction and all decisions will be final. The auctioneer, the seller and/or the attorney for the seller reserve the right to demand satisfactory written evidence of the authority of an agent to enter a bid or to execute a purchase contract on behalf of another party. This auction may be subject to online, phone or proxy bidding. 5. Each successful bidder will be required to immediately execute the posted purchase contract, and deposit with the auctioneer the down payment described above. In case of conflict with these terms and conditions, the terms and conditions in the signed contract control the transaction. 6. Please view the posted title commitment for any questions on easements, rights of way, leases etc. Any reports, disclosures, letters or other documents from third parties are deemed reliable but not guaranteed by the seller nor United County Real Estate and Auction Services LLC. 7. Any personal property left on the grounds of the real estate as of the date of closing becomes the property of the buyer of the real estate. The buyer will assume all responsibility and costs associated with these items as of the date of closing. 8. All information contained in this brochure and all related material came from sources deemed reliable but are not warranted by the seller or auctioneers. Announcements made on the day of sale shall take precedence over printed material. United Country Real Estate and Auction Services, LLC BONDED - LICENSED BY THE OHIO DEPARTMENT OF AGRICULTURE