Nuestra Senora del Carmen

REQUEST FOR OFFER

Deliver all offers to:

GENERAL INFORMATION

Each Prospective Buyer (“Buyer”) must be financially capable of performing the Buyer’s obligations under the Purchase and Sale Agreement to be provided by Seller and to be used for the purchase of this Property.

Distribution of this PIP to Buyers is not an offer to sell the Property to any or all of the Buyers. A Buyer is required to obtain a PIP in order to submit an offer.

Offers are to be hand delivered or sent by certified mail. No telephone or fax submissions will be accepted. Any Offer received after the Offer Due Date, or submitted to the wrong address, may, at the Seller’s option, be returned unopened to the Buyer.

All Offers will be evaluated by the Seller, based upon criteria deemed relevant to the Seller, in their sole and absolute discretion. Seller may in their sole and absolute discretion and at any time, withdraw the Property or a portion of the Property from the Request for Offer for any reason, including without limitation, due to the sale of the Property or a portion thereof, outside this Request for Offer.

Seller reserves the right to accept such Offer(s) as Seller determines preferable due to whatever factors Seller deems relevant even if a reject Offer for the same Property specified a higher purchase price.

The Buyer acknowledges it is not relying on any legal or tax advice from Seller, Harkins Real Estate or any of their respective brokers, employees, officers, directors, representatives, agents, attorneys, accountants, affiliates, consultants, successors or assigns in connection with the transactions contemplated by this Offer. The Buyer acknowledges and agrees their receipt and review in its entirety of the Offer instructions prior to the submission of this Offer.

The Buyer represents and warrants that the execution and delivery of an Offer and all other required documentation by the Buyer and each party comprising the Buyer, or who executes an Offer on behalf of the Buyer, has been authorized by any and all necessary action by the Buyer and each party comprising the Buyer.

The Buyer agrees that all materials and accompanying information in the advertising and PIP will be subject to the Terms and Conditions of the Request for Offer, and that neither the Seller or Harkins Real Estate has made or makes any representation, express or implied, as to the accuracy or completeness of the materials included in the PIP or in any Property materials provided to the Buyer or any information relating thereto, and no legal commitment, obligation or liability of the Seller or Harkins Real Estate shall arise by reason of these materials or information relating to any of these materials.

ACCESS

Upon signing of additional documents and a confidentiality statement, the Seller will grant to the Buyer or his nominee the rights and permission to go upon the subject premises with their agents, contractors, engineers, surveyors and architects for the limited purposes of measuring, laying out but doing no unnecessary harm or damage thereto. The Buyer agrees that any and all access to the Property by himself, his agents, and/or invitees shall be the sole responsibility of the Buyer for which the Buyer agrees to indemnify and hold harmless the Seller from any and all damages, injuries or claims relating to the Buyer’s activities on the premises. Said indemnification will include, but not be limited to the payment of all attorneys’ fees and related legal cost incurred in the defense of any claim against the Seller. The provisions of this paragraph shall survive the delivery of the deed.

CORRECTIONS AND SUPPLEMENTS

Buyers are hereby notified that corrections and supplements to the material in the Property advertising or the PIP may be issued by the Seller or Harkins Real Estate at any time prior to the Offer Due Date. It is the Buyer’s sole responsibility to review all such corrections and supplements prior to submitting an offer. Seller or Harkins Real Estate expressly disclaims any liability to the Buyer and for the Buyer’s failure to review corrections and supplements to the sealed Request for Offer material prior to the Offer Due Date.

OFFER EVALUATION

Seller reserves the right at all times to reject, in their sole and absolute discretion, any and all submitted offers, for any reason, notwithstanding that a particular offer contains the highest cash offer among those offers received for the Property and meets all the Terms and Conditions of these offer instructions and General Terms and Conditions. Seller also reserves the right to accept such offer(s) as Seller determines preferable due to whatever factors Seller deems relevant even if a rejected offer for the Property specified a higher purchase price. Seller also reserves the right at all times to waive any and all technical defects in any offer, in their sole and absolute discretion. The offer process may be terminated or modified without notice at any time. Seller reserves the right to contact any Buyer at any time after the offers are opened to request that a Buyer clarify, change or increase their offer.

DISCLAIMER

Seller, Harkins Real Estate and their agents, do not make any representations, guarantees or warranties, express or implied, oral or written with respect to any aspect of the Property, and the Buyer will bear all risks regarding all attribute and conditions, latent or otherwise, of the property. The successful Buyer is encouraged to make, and will be responsible to make, prior to the Offer Due Date, Their own inspection and investigation of the Property and surrounding are, including without limitations, its subsurface, soil, water, engineering and other conditions and requirements, whether there are any eminent domain or other public or quasi-public taking of the Property contemplated, and all zoning, site plan, and local, state and federal regulations.

CONDITION OF PROPERTY

The Property to be sold hereunder is sold in its “ as is” condition and the Seller, Harkins Real Estate and their agents make no warranties or representation to the Buyer with respect to the soil conditions, feasibility of subdividing the Property, the availability of municipal services, or the physical condition of the Property. The Buyer is to rely on own site assessment and survey.