AUCTION TERMS AND CONDITIONS

HOLIDAY ISLAND MULTI-PROPERTY REAL ESTATE AUCTION

Online-Only Auction | Bidding September 2 - October 7, 2026

PROPERTY: 66 vacant subdivision parcels in Holiday Island, Carroll County, Arkansas

AUCTIONEER: Wooley Auctioneers, Inc. - Brad W. Wooley, AALB #2150

PLATFORM: HiBid.com / Wooley Auctioneers online bidding catalog

CLOSING AGENT: Kings River Title, Eureka Springs office - 479-253-8000

KEY FINANCIAL AND CLOSING TERMS

AUCTION TYPE: Online-only auction with reserve; every sale is subject to Seller's confirmation.

BUYER'S PREMIUM: Ten percent (10%) added to the accepted high bid.

DEPOSIT: Twenty percent (20%) of the Total Contract Price due within 24 hours after notice of Seller confirmation.

BALANCE: Due in immediately available funds at closing.

CLOSING: Through Kings River Title's Eureka Springs office on or before 30 calendar days after Seller's written or electronic acceptance.

CONTINGENCIES: None. The purchase is not contingent on financing, appraisal, inspection, survey, utilities, zoning approval or sale of other property.

CONDITION: As is, where is, with all faults and subject to recorded and governmental restrictions and assessments.

DEED: General Warranty Deed, subject to the permitted exceptions stated in the executed purchase agreement and deed.

OWNER'S TITLE POLICY: Seller will furnish and pay the premium for a standard owner's title-insurance policy at closing.

COMPLETE AUCTION TERMS AND CONDITIONS

1. ACCEPTANCE OF TERMS

These Auction Terms and Conditions, the HiBid platform terms, the individual lot descriptions, Informational Lot 1, any posted addenda, announcements or corrections, and the Real Estate Purchase Agreement collectively govern this auction. By registering, checking the acceptance box, placing a bid or otherwise participating, each bidder acknowledges that the bidder has read, understands and agrees to be bound by all such documents.

If a conflict exists, the executed Real Estate Purchase Agreement controls, followed by written auction addenda or announcements, these Auction Terms and Conditions, the lot description and the platform terms, in that order.

2. PARTIES AND AUCTIONEER'S AGENCY

For each property, Seller means the record owner identified in the applicable Real Estate Purchase Agreement and closing documents. Wooley Auctioneers, Inc. and Brad W. Wooley act exclusively as agents for Seller and do not represent any bidder or buyer. All questions, negotiations, offers and communications concerning the properties must be directed through Wooley Auctioneers, Inc. No statement by the Auctioneer, its employees, contractors, HiBid or any third party creates a fiduciary or advisory relationship with a bidder.

3. AUCTION WITH RESERVE; SELLER CONFIRMATION

This is an auction with reserve. Every individual bid and the complete-package bid are subject to Seller's confirmation of price. No property is finally sold merely because a bidder is shown as the high bidder when online bidding closes.

Seller may accept, reject or counter any bid; accept the aggregate individual-lot results in whole or in part; accept the complete-package bid; or reject all bids. Seller is not required to accept the highest bid or any bid. Unless a different period is announced, Seller may exercise its confirmation rights within forty-eight (48) hours after the conclusion of the auction. Bids remain binding and irrevocable during that period.

A sale becomes binding when Seller accepts the bid in writing or electronically and the Auction Company gives notice of acceptance to the bidder.

4. BIDDER REGISTRATION AND AUTHORITY

Bidders must be at least eighteen (18) years old, provide accurate registration and payment information, and be legally capable of entering a binding real estate contract. The Auction Company may require identification, proof of funds, a bank letter or other verification before approving or continuing bidding privileges.

A person bidding for a corporation, limited liability company, trust, partnership or another person represents that the bidder has full authority to bind that principal. Unless satisfactory written authority is provided, the registered bidder remains personally liable for the bid and all resulting obligations. Accounts may not be shared. The registered bidder is responsible for every bid placed through the account.

5. LOTS AND OFFERING STRUCTURE

Lot 1 is informational only and contains no real estate. The 66 properties are offered individually as Lots 1A through 66. After the individual lots close, Lot 67 offers all 66 properties together as one complete package for one total price (one money). Lot 67 is not offered per acre or per parcel and no multiplication factor applies.

The individual high bids and the Lot 67 package bid are alternative bids. Individual bidders acquire no final right to a parcel unless Seller confirms the applicable individual result. If Seller confirms Lot 67, all unconfirmed individual bids are rejected and the package bidder is the prospective buyer of all 66 properties. If Seller confirms individual results, the Lot 67 package bid is rejected.

6. BUYER'S PREMIUM AND TOTAL CONTRACT PRICE

A ten percent (10%) buyer's premium will be added to every accepted high bid. The accepted high bid plus the buyer's premium equals the Total Contract Price.

Example: an accepted high bid of $10,000.00 produces a $1,000.00 buyer's premium and an $11,000.00 Total Contract Price. The required 20% deposit would be $2,200.00, subject to final settlement adjustments. The buyer's premium is part of the consideration for the property and is due in addition to the high bid.

7. STAGGERED CLOSING, FIVE-MINUTE SOFT CLOSE AND LINKED GROUPS

Lots close at the times shown in the online catalog, subject to automatic extension. If a bid is received during the final five (5) minutes of a lot's bidding period, that lot will remain open for an additional five (5) minutes. Bidding may continue to extend until no bid is received during a final five-minute period.

Certain truly adjoining parcels are assigned to linked soft-close groups. Each linked parcel remains a separate lot and requires a separate bid. A qualifying bid on any member of a linked group extends every lot in that group by five minutes. The linked groups are:

- Lots 1A, 2 and 3
- Lots 4, 5 and 6
- Lots 8 and 9
- Lots 11, 12 and 13
- Lots 16 and 17
- Lots 18, 19 and 20
- Lots 25, 26 and 27
- Lots 28 and 29
- Lots 32, 33, 34 and 35
- Lots 40 and 41
- Lots 43 and 44
- Lots 47 and 48
- Lots 51 and 52
- Lots 53 and 54

Properties are not considered adjoining merely because they are on the same street. The Auction Company's determination regarding closing time, extension, linked-group operation and the conclusion of bidding is final.

8. BIDS ARE BINDING; NO RETRACTION

All bids are legal and binding offers. A bidder may not retract, reduce or cancel a bid because of mistake, misunderstanding, failure to inspect, failure to read the terms, bidding on the wrong lot, failure to obtain financing or any other reason. Bid carefully and verify the lot number and bid amount before submission.

If a material bidding dispute, obvious clerical error or platform irregularity occurs, the Auction Company may determine the successful bidder, reject a bid, reopen bidding, reschedule a lot or take another action reasonably necessary to preserve a fair process.

9. INTERNET AND TECHNOLOGY DISCLAIMER

The auction is conducted through internet-based technology that may experience delays, outages, refresh errors, device failures or communication problems. Bidders should use the live catalog, maintain a reliable connection and place bids early. The Auction Company, Seller and platform provider are not liable for a bidder's inability to place or transmit a bid, a missed bid, internet failure, software error, device failure or platform interruption.

If the Auction Company determines that a material system failure affected the auction, it may pause, extend, reopen, reschedule or cancel affected bidding.

10. PURCHASE AGREEMENT AND DEPOSIT

After Seller confirms a bid, the successful bidder must execute the Real Estate Purchase Agreement and deliver a deposit equal to twenty percent (20%) of the Total Contract Price within twenty-four (24) hours after notice of confirmation. The deposit must be paid by wire transfer, cashier's check or other immediately available funds approved by the Auction Company or closing agent. Credit cards and personal checks will not be accepted unless expressly approved in writing.

The deposit will be held in escrow and credited toward the Total Contract Price at closing. Time is of the essence. Failure to sign the purchase agreement or timely deliver the deposit constitutes buyer default and does not release the bidder from the accepted bid.

WIRE-FRAUD WARNING: A buyer must independently verify wire instructions by calling the Auction Company or closing agent at a previously known and verified telephone number. Do not rely solely on emailed wiring instructions or accept a last-minute change without direct verification.

11. CLOSING AND FINAL PAYMENT

Closing shall occur on or before thirty (30) calendar days after Seller's acceptance unless the executed purchase agreement specifies another date. The balance of the Total Contract Price, together with the buyer's closing costs and settlement adjustments, must be paid at closing by wire transfer or other immediately available funds acceptable to the closing agent.

Closing shall be conducted and escrowed through Kings River Title, Eureka Springs office, 41 Kingshighway, Eureka Springs, Arkansas 72631, telephone 479-253-8000. Kings River Title will coordinate execution of the closing documents, receipt of funds, recording and disbursement. Time is of the essence. Possession will be delivered only after closing and confirmation that all funds have been received.

12. NO FINANCING OR OTHER CONTINGENCY

The purchase is not contingent upon financing, appraisal, survey, inspection, soil test, percolation test, environmental review, title-insurance underwriting preferences, utility availability, water or sewer connection, zoning or building approval, subdivision or lot-combination approval, sale of another property or any other condition. Each bidder must complete all desired investigations and arrange sufficient funds before bidding.

13. CONVEYANCE AND TITLE

Seller will convey title by General Warranty Deed. Conveyance is subject to the permitted exceptions stated in the executed purchase agreement, title commitment and deed, including recorded plats, easements, rights-of-way, restrictions, declarations, reservations, covenants, bills of assurance, mineral reservations, governmental regulations, zoning, utility rights, Suburban Improvement District matters and other exceptions that do not render title uninsurable.

Seller will furnish and pay the premium for a standard owner's title-insurance policy issued at closing in the amount of the Total Contract Price. The policy will be subject to the title company's standard requirements, exclusions and permitted exceptions. Buyer will pay for any lender's policy, endorsements, expanded coverage or other title coverage requested by Buyer.

If a title defect that prevents conveyance of insurable title is timely identified, Seller will have thirty (30) days after notice, or a reasonable additional period agreed by the parties, to cure the defect. Recorded subdivision restrictions, governmental requirements and matters assumed under these terms are not title defects.

14. CLOSING COSTS, TAXES AND ASSESSMENTS

Seller will pay the premium for the standard owner's title-insurance policy, the cost of preparing the deed and the cost of satisfying monetary liens that Seller is obligated to discharge. Buyer will pay the closing or settlement fee, deed-recording fees, survey costs, lender charges, any lender's title policy, optional endorsements or expanded title coverage, and all other buyer-requested services.

Delinquent ad valorem taxes and delinquent Holiday Island Suburban Improvement District assessments that must be paid to convey title will be charged to Seller. Current real estate taxes and the regularly levied annual Suburban Improvement District assessment will be prorated as of closing using the latest available information, unless the purchase agreement or closing statement provides otherwise. Buyer assumes all taxes, assessments, installments, service charges, amenity fees and governmental or district charges first becoming due after closing, together with any future increases or newly imposed charges.

15. AS IS, WHERE IS, WITH ALL FAULTS

Every property is sold AS IS, WHERE IS, WITH ALL FAULTS, without representation or warranty of any kind, express or implied, except as expressly stated in the executed purchase agreement. Buyer accepts the property's present physical, legal and economic condition and all patent and latent defects.

Neither Seller nor the Auction Company warrants merchantability, fitness for a particular purpose, buildability, habitability, development potential, investment value, condition, access, acreage, boundaries, road status, drainage, soil, slope, utilities, water, sewer, environmental condition, zoning compliance or suitability for Buyer's intended use.

16. INSPECTION AND INDEPENDENT DUE DILIGENCE

Each bidder is responsible for inspecting the property and independently investigating every matter material to the bidder before bidding. Vacant parcels may be viewed only from lawful public access points unless advance permission is obtained. Bidders must not trespass on neighboring property, damage vegetation, disturb the ground or create a hazard.

Bidders should consult qualified attorneys, title professionals, surveyors, engineers, contractors, utility providers, tax professionals, environmental consultants and governmental authorities as appropriate. The auction period is the bidder's inspection and due-diligence period; no additional inspection period applies after Seller accepts a bid.

17. ACREAGE, BOUNDARIES, LEGAL DESCRIPTIONS, MAPS AND SIGNS

Acreage, street addresses, parcel numbers, legal descriptions, maps, pins, photographs, signs and dimensions are provided for identification and general reference. The sale is by the parcel and legal description, not by the acre. No purchase-price adjustment will be made for any acreage or boundary difference.

No survey is represented to exist unless expressly provided. Auction signs, map polygons and online pins may not mark actual boundaries. A street address does not establish legal access, physical access, utility service, buildability or boundary location. Buyer is responsible for obtaining and paying for any desired survey.

18. COVENANTS, RESERVATIONS, RESTRICTIONS AND BILLS OF ASSURANCE

The properties are sold subject to all recorded declarations of reservations, restrictive covenants, bills of assurance, plats, easements, setback requirements, architectural controls, use restrictions, rights-of-way, utility easements, mineral reservations and other matters affecting title or use. Holiday Island contains multiple platted units, and restrictions may differ from parcel to parcel.

Buyer is solely responsible for locating, reading and determining the applicability, current status, enforceability and effect of every recorded instrument. Neither Seller nor the Auction Company represents that any contemplated residence, accessory structure, manufactured home, rental, business, lot combination or other use is permitted.

19. CITY OF HOLIDAY ISLAND REQUIREMENTS

The properties may be subject to the City of Holiday Island's current and future municipal code, planning and zoning regulations, zoning map and official lot/address/zoning table, building code, permit requirements, land-use plan, subdivision regulations, road requirements, short-term-rental rules, sign regulations and other ordinances.

Buyer must independently verify zoning classification, setbacks, minimum building requirements, permitted and conditional uses, building-permit requirements, driveway approval, lot-combination or replat requirements and all other development standards directly with the City. A catalog description of a parcel as residential vacant land is not a representation that the parcel is presently buildable or approved for a particular residential use.

20. HOLIDAY ISLAND SUBURBAN IMPROVEMENT DISTRICT

The properties may be subject to the jurisdiction, regulations, annual assessments, utility requirements, service charges, amenity fees and other charges of the Holiday Island Suburban Improvement District No. 1 (HISID). Assessment classifications and amounts may depend on parcel type, improvement status, road surface or other factors and may change from year to year.

Each parcel may be separately taxed and separately assessed even when adjoining parcels are purchased by the same buyer. Buyer must verify the current assessment, account status, future assessment exposure, available amenities, eligibility requirements, utility policies and any other HISID matter directly with the District.

21. UTILITIES, WATER, SEWER, ROADS AND ACCESS

No representation is made that electricity, water, sewer, telecommunications or another utility is located at a lot line, available in adequate capacity, economically extendable or approved for connection. The existence of service in the neighborhood or at an adjoining property does not mean service is available to the auction property.

Buyer assumes all costs and risks associated with utility investigation, taps, meters, deposits, extensions, easements, trenching, rock excavation, blasting, engineering and connection. Buyer must also verify legal access, physical access, roadway status, right-of-way width, surface condition, maintenance responsibility, snow removal, driveway feasibility and whether any road shown on a plat or map is open, improved or maintained.

22. BUILDABILITY, TOPOGRAPHY, DRAINAGE AND ENVIRONMENTAL MATTERS

No representation is made regarding slope, excavation cost, foundation requirements, soil stability, rock, drainage, stormwater, erosion, floodplain, wetlands, endangered species, hazardous substances, septic suitability or environmental condition. Buyer accepts all risks relating to construction feasibility and expense and must obtain all desired studies before bidding.

23. ADJOINING PARCELS AND LOT COMBINATION

A statement that parcels adjoin means only that the supplied parcel-boundary information indicates a shared boundary. It does not guarantee common ownership treatment, combined utility service, a unified building envelope or approval as one building site.

Purchasing adjoining parcels does not automatically combine them. Each parcel may remain subject to separate legal descriptions, taxes, HISID assessments, setbacks, covenants and utility requirements unless and until all required governmental, district, title and platting approvals are obtained. Buyer bears all responsibility and expense for any lot-line adjustment, replat or combination.

24. LAKE, RIVER, GOLF AND AMENITY REFERENCES

References to Table Rock Lake, Beaver Lake, the White River, golf courses, the marina, recreation facilities or other amenities describe the surrounding area only. Unless expressly stated in the recorded legal description and independently verified, no representation is made that a parcel is lakefront, riverfront, golf-front, has a water or golf view, includes access rights or is entitled to use any particular amenity without fees or conditions.

25. MINERAL RIGHTS AND OTHER INTERESTS

Seller will convey only the mineral, water, timber and other rights, if any, that Seller presently owns and is legally entitled to convey. The property is sold subject to all prior reservations, severances, leases and rights of record. No separate value is assigned to mineral or other subsurface rights.

26. INFORMATION SOURCES; NO RELIANCE

Catalog information was compiled from seller-provided records, public records, maps and sources believed reliable, but neither Seller nor the Auction Company guarantees completeness or accuracy. Oral statements, photographs, advertisements, driving distances, website content and conversations are not warranties and do not replace Buyer's independent investigation.

Bidder acknowledges that the bidder is relying solely on the bidder's own inspection, investigation and professional advice, together with the express terms of the executed purchase agreement, and not on any representation not expressly incorporated into that agreement.

27. RISK OF LOSS AND POSSESSION

Risk of material casualty loss remains with Seller until closing. If a material casualty occurs before closing, the parties' rights will be governed by the purchase agreement and applicable law. Buyer receives no right of entry, possession, construction, clearing, storage or other use before closing without Seller's written permission.

28. ASSIGNMENT

A successful bidder may not assign the bid or purchase agreement, nominate a substitute buyer or take title in a different name without Seller's prior written consent. Seller may condition consent on continued liability of the original bidder and completion of additional documentation.

29. BROKER PARTICIPATION

No broker commission or referral fee will be paid unless a written broker-participation agreement has been fully completed, submitted and accepted by the Auction Company before the broker's client places a bid. A broker may not receive compensation merely by registering or bidding for the broker's own account.

30. BUYER DEFAULT

If Buyer fails to execute the purchase agreement, pay the deposit, close on time or otherwise perform, Seller may elect any remedy allowed by the purchase agreement or Arkansas law. Remedies may include terminating the contract and retaining the deposit as liquidated damages; pursuing specific performance; reselling the property; recovering the deficiency between Buyer's Total Contract Price and a later resale price; and recovering carrying costs, title charges, auction expenses, reasonable attorney's fees and other damages.

If Seller elects actual damages or specific performance, the deposit will be applied as a credit and will not limit Buyer's liability. The Auction Company may suspend the bidder's account and recover the buyer's premium and other amounts earned or incurred as a result of the default to the extent allowed by law.

31. SELLER'S INABILITY TO CONVEY TITLE

If Seller cannot convey insurable title after the applicable cure period, Seller may terminate the sale and return the deposit. Upon return of the deposit, Buyer will have no further claim against Seller or the Auction Company for consequential damages, lost profits, due-diligence expenses, financing costs or other damages, except to the extent a remedy cannot lawfully be waived.

32. AUCTIONEER AUTHORITY AND LIMITATION OF LIABILITY

The Auction Company may interpret and enforce these terms, correct catalog errors, group or ungroup linked lots, adjust closing times, reject or remove a bidder, postpone or cancel bidding, or take other reasonable action necessary to administer the auction. Its good-faith decisions concerning bidding procedure and platform records are final.

The Auction Company is not a title company, surveyor, engineer, environmental consultant, utility provider, zoning authority or legal adviser. To the fullest extent permitted by law, the Auction Company will not be liable for a property's condition, title matters, governmental restrictions, utility availability, assessment amounts, bidder technology failures or Seller's performance.

33. INDEMNIFICATION

To the fullest extent permitted by law, each bidder and buyer agrees to indemnify and hold Seller and the Auction Company harmless from claims, losses, damage or expense arising from the bidder's inspection activities, violation of these terms, unauthorized entry, misrepresentation of authority, default or intended use of the property, except to the extent caused by the indemnified party's willful misconduct or as otherwise prohibited by law.

34. GOVERNING LAW, VENUE AND ATTORNEY'S FEES

These terms and every transaction arising from the auction are governed by Arkansas law, without regard to conflict-of-law principles. To the fullest extent permitted by law, any dispute, claim or litigation arising from the bidding process, these terms, the buyer's premium, the deposit, the purchase agreement or the Auction Company's services must be filed exclusively in a state court of competent jurisdiction located in Pulaski County, Arkansas, or, if federal jurisdiction exists, in the United States District Court for the Eastern District of Arkansas. Each party consents to personal jurisdiction and waives any objection to such venue.

Notwithstanding the foregoing, an action that Arkansas Code section 16-60-102 or another mandatory law requires to be filed where the real property is situated must be filed in the court required by that law. In any action to enforce these terms or the purchase agreement, the prevailing party may recover reasonable attorney's fees and costs to the extent permitted by law.

35. ELECTRONIC SIGNATURES, COMMUNICATIONS AND NOTICES

Electronic acceptance, online bids, emailed notices, electronic signatures and electronically transmitted documents may be used and will have the same effect as originals to the extent permitted by law. Bidder consents to receiving auction-related communications by telephone, text message and email using the registration information provided. Notice is effective when sent to that information unless the sender receives notice of delivery failure.

36. AMENDMENTS, ENTIRE AGREEMENT, WAIVER AND SEVERABILITY

The Auction Company may post corrections, addenda or amendments before the affected lot closes. Bidders are responsible for reviewing the catalog and announcements throughout the auction. No oral modification is binding unless confirmed in writing by Seller or the Auction Company.

Failure to enforce a provision is not a waiver. If a provision is held invalid or unenforceable, it will be modified to the minimum extent necessary and the remaining provisions will continue in effect. Headings are for convenience and do not limit the terms.

37. BIDDER ACKNOWLEDGMENT

BY REGISTERING OR PLACING A BID, BIDDER ACKNOWLEDGES THAT BIDDER HAS READ AND ACCEPTED THESE TERMS; UNDERSTANDS THE AUCTION IS WITH RESERVE AND SUBJECT TO SELLER CONFIRMATION; UNDERSTANDS THE 10% BUYER'S PREMIUM AND 20% DEPOSIT REQUIREMENT; HAS COMPLETED ALL DESIRED DUE DILIGENCE; HAS SUFFICIENT FUNDS TO CLOSE; AND AGREES THAT AN ACCEPTED BID CREATES A BINDING OBLIGATION TO PURCHASE WITHOUT CONTINGENCY.

AUCTIONEER CONTACT

Wooley Auctioneers, Inc.

Brad W. Wooley, Auctioneer - AALB #2150

Phone: 501-940-3979

Email: brad@wooleyauctioneers.com

Website: wooleyauctioneers.com

66 HOLIDAY ISLAND LOTS - ONLINE REAL ESTATE AUCTION Wooley Auctioneers, Inc. will offer 66 vacant subdivision lots located throughout Holiday Island, Arkansas. The properties will first be offered individually, followed by Lot 67 offering all 66 properties together as one complete package for one total bid price. All sales are subject to Seller confirmation. BIDDING OPENS: Wednesday, September 2, 2026, at 10:00 a.m. CT BIDDING BEGINS TO CLOSE: Wednesday, October 7, 2026, at 2:00 p.m. CT Holiday Island is an established Northwest Arkansas community situated along Table Rock Lake, approximately five miles north of historic Eureka Springs. Area amenities include the Holiday Island Marina, an 18-hole golf course, a 9-hole executive course, swimming pools, recreation facilities, tennis and pickleball courts, and convenient access to boating, fishing, shopping and other Ozark attractions. The auction includes wooded residential lots in several areas throughout the community. The complete catalog provides individual property descriptions, parcel numbers, reported acreage, aerial maps and location information. Bidders are encouraged to drive by and view the properties from public roadways during daylight hours. AUCTION HIGHLIGHTS: * Online bidding only * 66 vacant subdivision lots * Offered individually and as one complete package * Geographic sale order * Five-minute soft close * Linked closing groups for designated adjoining parcels * 10% buyer's premium * 20% deposit due within 24 hours after Seller confirmation * Balance due at closing * Closing through Kings River Title * General Warranty Deed * Seller will furnish a standard owner's title-insurance policy * No financing, appraisal, inspection or other buyer contingencies All properties are offered AS IS, WHERE IS, WITH ALL FAULTS and subject to recorded plats, easements, rights-of-way, restrictive covenants, bills of assurance, governmental requirements, Holiday Island Suburban Improvement District assessments and other matters affecting the properties. Maps, photographs, addresses, acreage and parcel outlines are provided for general reference and are not surveys. Buyers must independently verify boundaries, access, utilities, buildability, restrictions, taxes, assessments, amenity requirements and suitability for their intended use before bidding. Review Informational Lot 1, each property listing and the complete Auction Terms and Conditions before bidding. AUCTION CONDUCTED BY: Wooley Auctioneers, Inc. Brad W. Wooley, Auctioneer / Real Estate Broker 501-940-3979 AALB #2150