SOUTH CAROLINA DISCLOSURE OF REAL ESTATE BROKERAGE RELATIONSHIPS South Carolina Real Estate Commission PO BOX 11847, Columbia, S.C. 29211-1847 Telephone: (803) 896-4400 Fax: (803) 896-4427

http://llr.sc.gov/POL/REC/

(Rev 1/17) Page 1 of 2

Pursuant to South Carolina Real Estate License Law in S.C. Code of Laws Section 40-57-370, a real estate licensee is required to provide you a meaningful explanation of agency relationships offered by the licensee’s brokerage firm. This must be done at the first practical opportunity when you and the licensee have substantive contact. Before you begin to work with a real estate licensee, it is important for you to know the difference between a broker-in-charge and associated licensees. The broker-in-charge is the person in charge of a real estate brokerage firm. Associated licensees may work only through a broker-in-charge. In other words, when you choose to work with any real estate licensee, your business relationship is legally with the brokerage firm and not with the associated licensee. A real estate brokerage firm and its associated licensees can provide buyers and sellers valuable real estate services, whether in the form of basic customer services, or through client-level agency representation. The services you can expect will depend upon the legal relationship you establish with the brokerage firm. It is important for you to discuss the following information with the real estate licensee and agree on whether in your business relationship you will be a customer or a client.

You Are a Customer of the Brokerage Firm South Carolina license law defines customers as buyers or sellers who choose NOT to establish an agency relationship. The law requires real estate licensees to perform the following basic duties when dealing with any real estate buyer or seller as customers: present all offers in a timely manner, account for money or other property received on your behalf, provide an explanation of the scope of services to be provided, be fair and honest and provide accurate information, provide limited confidentiality, and disclose “material adverse facts” about the property or the transaction which are within the licensee’s knowledge. Unless or until you enter into a written agreement with the brokerage firm for agency representation, you are considered a “customer” of the brokerage firm, and the brokerage firm will not act as your agent. As a customer, you should not expect the brokerage firm or its licensees to promote your best interest. Customer service does not require a written agreement; therefore, you are not committed to the brokerage firm in any way unless a transaction broker agreement or compensation agreement obligates you otherwise.

Transaction Brokerage A real estate brokerage firm may offer transaction brokerage in accordance with S.C. Code of Laws Section 40-57-350. Transaction broker means a real estate brokerage firm that provides customer service to a buyer, a seller, or both in a real estate transaction. A transaction broker may be a single agent of a party in a transaction giving the other party customer service. A transaction broker also may facilitate a transaction without representing either party. The duties of a brokerage firm offering transaction brokerage relationship to a customer can be found in S.C. Code of Laws Section 40-57-350(L)(2).

You Can Become a Client of the Brokerage Firm Clients receive more services than customers. If client status is offered by the real estate brokerage firm, you can become a client by entering into a written agency agreement requiring the brokerage firm and its associated licensees to act as an agent on your behalf and promote your best interests. If you choose to become a client, you will be asked to confirm in your written representation agreement that you received this agency relationships disclosure document in a timely manner. A seller becomes a client of a real estate brokerage firm by signing a formal listing agreement with the brokerage firm. For a seller to become a client, this agreement must be in writing and must clearly establish the terms of the agreement and the obligations of both the seller and the brokerage firm which becomes the agent for the seller. A buyer becomes a client of a real estate brokerage firm by signing a formal buyer agency agreement with the brokerage firm. For a buyer to become a client, this agreement must be in writing and must clearly establish the terms of the agreement and the obligations of both the buyer and the brokerage firm which becomes the agent for the buyer.

SOUTH CAROLINA DISCLOSURE OF REAL ESTATE BROKERAGE RELATIONSHIPS South Carolina Real Estate Commission PO BOX 11847, Columbia, S.C. 29211-1847 Telephone: (803) 896-4400 Fax: (803) 896-4427

http://llr.sc.gov/POL/REC/

(Rev 1/17) Page 2 of 2

If you enter into a written agency agreement, as a client, the real estate brokerage has the following client-level duties: obedience, loyalty, disclosure, confidentiality, accounting, and reasonable skill and care. Client-level services also include advice, counsel and assistance in negotiations.

Single Agency When the brokerage firm represents only one client in the same transaction (the seller or the buyer), it is called single agency.

Dual Agency

Dual agency exists when the real estate brokerage firm has two clients in one transaction – a seller client and a buyer client. At the time you sign an agency agreement, you may be asked to acknowledge whether you would consider giving written consent allowing the brokerage firm to represent both you and the other client in a disclosed dual agency relationship.

Disclosed Dual Agency In a disclosed dual agency, the brokerage firm’s representation duties are limited because the buyer and seller have recognized conflicts of interest. Both clients’ interests are represented by the brokerage firm. As a disclosed dual agent, the brokerage firm and its associated licensees cannot advocate on behalf of one client over the other, and cannot disclose confidential client information concerning the price negotiations, terms, or factors motivating the buyer/client to buy or the seller/client to sell. Each Dual Agency Agreement contains the names of both the seller client(s) and the buyer client(s) and identifies the property.

Designated Agency In designated agency, a broker-in-charge may designate individual associated licensees to act solely on behalf of each client. Designated agents are not limited by the brokerage firm’s agency relationship with the other client, but instead have a duty to promote the best interest of their clients, including negotiating a price. The broker-in-charge remains a disclosed dual agent for both clients, and ensures the assigned agents fulfill their duties to their respective clients. At the time you sign an agency agreement, you may be asked to acknowledge whether you would consider giving written consent allowing the brokerage firm to designate a representative for you and one for the other client in a designated agency. Each Designated Agency Agreement contains the names of both the seller client(s) and the buyer client(s) and identifies the property.

It’s Your Choice As a real estate consumer in South Carolina, it is your choice as to the type and nature of services you receive.

• You can choose to remain a customer and represent yourself, with or without a transaction broker agreement. • You can choose to hire the brokerage firm for representation through a written agency agreement. • If represented by the brokerage firm, you can decide whether to go forward under the shared services of dual agency or

designated agency or to remain in single agency. If you plan to become a client of a brokerage firm, the licensee will explain the agreement to you fully and answer questions you may have about the agreement. Remember, however that until you enter into a representation agreement with the brokerage firm, you are considered a customer and the brokerage firm cannot be your advocate, cannot advise you on price or terms, and only provides limited confidentiality unless a transaction broker agreement obligates the brokerage firm otherwise. The choice of services belongs to you – the South Carolina real estate consumer. Acknowledgement of Receipt by Consumer: Signature _____________________________________________ Date ______________ Signature _____________________________________________ Date ______________

THIS DOCUMENT IS NOT A CONTRACT. This brochure has been approved by South Carolina Real Estate Commission for use in explaining representation issues in real estate transactions and consumer rights as a buyer or seller. Reprinting without permission is permitted provided no changes or modifications are made.

CO-BROKERAGE CONFIDENTIALITY & DISCLAIMER AGREEMENT RE: Chester Crossing, 1841 J.A. Cochran Bypass, Chester County, South Carolina (referred to herein as “Property”) Collett Management, LLC dba COLLETT has been retained by the Seller of the above referenced Property, under an exclusive listing agreement, for the marketing and sale of the Property. All inquiries and communications relating to the sale of the Property should be directed to COLLETT. The person or entity named below as the "Broker" wishes to register with COLLETT the person or entity named below as the "Prospective Purchaser" as a potential purchaser of the Property. Broker is unauthorized to discuss the sale or availability of the Property with any person until Broker has received an executed copy of this Co-Brokerage Confidentiality and Disclaimer Agreement (the "Agreement") countersigned by COLLETT, which shall serve as authorization for the Broker to discuss the sale of the Property with the Prospective Purchaser only. Upon COLLETT's receipt of this Agreement signed by the Broker, and provided that the Prospective Purchaser has not been previously registered with or by COLLETT as a potential purchaser, COLLETT will provide the Prospective Purchaser with certain confidential information relative to the Property's status, operations and terms of sale (collectively "Marketing Information"). COLLETT reserves the right to reject, at its sole discretion, the registration of any person or entity as a Prospective Purchaser and may require additional information as to the proposed purchaser's buying criteria and financial capabilities. As a prerequisite to COLLETT's acceptance of the Broker's requested purchaser registration and COLLETT's release of any Marketing Information, Broker hereby acknowledges and agrees to the following: 1. Broker acknowledges that COLLETT is representing the Seller as its exclusive listing agent for the sale of the Property. Broker represents to COLLETT and the Seller that it will act, throughout the course of this contemplated transaction, as an agent (commonly referred to as a "buyer's agent") to the Prospective Purchaser and not as a sub-agent to COLLETT or the Seller. Broker agrees to properly notify the Prospective Purchaser that Broker will receive compensation from the Seller upon Prospective Purchase's acquisition of the Property. 2. Broker agrees that the Marketing Information will not be used by the Broker in any way detrimental to the Seller, COLLETT, or their respective officers, employees or agents, or for any purpose other than evaluating a possible purchase of the Property by the Prospective Purchaser. Broker agrees to keep all Marketing Information (other than information which is a matter of public record) strictly confidential; provided, however, that the Marketing Information may be disclosed to the Prospective Purchaser and its officers, employees and professional counsel such as may be reasonably required to evaluate an acquisition of the Property. COLLETT and the Seller reserve the right, at their sole discretion, to require the Prospective Purchaser to enter into a separate confidentiality agreement relative to the Property and the Marketing Information. 3. Broker agrees that all matters and information relating to any discussions or negotiations for the sale of the Property, whether conducted by the Seller, the Prospective Purchaser, COLLETT, the Broker, or any officer, employee or agent of any of these parties, shall be kept in strict confidence. 4. Broker acknowledges that the Marketing Information is selective and limited in nature, and that neither COLLETT nor the Seller purport those materials to be an all inclusive report on the Property. Certain leases, documents and other materials may be described in summary form, and such summaries do not purport to be complete, nor necessarily accurate, descriptions of the full agreements involved, nor do they purport a legal analysis of the provisions of those documents. Upon the Seller's authorization, the Prospective Purchaser will be afforded an opportunity to review additional information and to inspect the Property, with the final determination of the Property's status to be made by the Prospective Purchaser based solely on its own independent investigations and due diligence.

CO-BROKERAGE CONFIDENTIALITY & DISCLAIMER AGREEMENT Page 2 of 3 5. Broker acknowledges that COLLETT, the Seller, and their respective officers, employees or agents, do hereby expressly disclaim any and all liability, nor have they made or do make any representations or warranties, expressed or implied, as to the accuracy or completeness of the Marketing Information or the status of the Property. Furthermore, no legal commitments or obligations shall arise by reason of the presentation of the Marketing Information or of any related materials which may have been or will be presented during the marketing of the Property. 6. Broker acknowledges that COLLETT and the Seller expressly reserve the right, at their sole discretion, to alter or amend the terms of the Property's offering, to reject any or all expressions of interest or offers to acquire the Property and/or to terminate discussions with any entity at any time with or without notice. Seller shall have no legal commitment or obligation to any entity reviewing the Marketing Information or making an offer to acquire the Property unless and until a written agreement for such acquisition has been fully executed, delivered and approved by the Seller and any conditions to the Seller's obligations thereunder have been satisfied or waived. 7. Broker acknowledges that the Marketing Information is the property of COLLETT and the Seller, and the Broker hereby agrees that, without the prior written approval of COLLETT and the Seller, the Marketing Information will not be photocopied, re-written, or otherwise duplicated or reproduced, nor will it be "posted" or otherwise described on the Internet or any other on-line computer communications service. The Marketing Information is to be returned to COLLETT immediately upon request or destroyed when the Prospective Purchaser declines to make an offer to acquire the Property or terminates discussions or negotiations with respect to the Property. 8. Broker agrees to not disturb any tenants in possession of the Property or employees affiliated with the Property or to reveal to such tenants or employees that the Property is being offered for sale or any matters relating to the Marketing Information. 9. Broker represents and covenants that the Broker is, and at the time of the consummation of any sale of the Property to the Prospective Purchaser will be, a duly licensed real estate broker in good standing in accordance with the real estate licensing laws of the state in which the Property is located. Broker represents that the real estate brokerage license information it is providing below is true and correct. 10. Broker represents and covenants that the Broker's relationship with the Prospective Purchaser is, and at the time of the consummation of any sale of the Property to the Prospective Purchaser will be, an "arms length" relationship, wherein the Broker and its affiliates, officers, employees and agents will not and do not participate in the Prospective Purchaser's proposed ownership structure of the Property. 11. Broker acknowledges that if the Prospective Purchaser does indeed consummate a purchase of the Property, and if (i) this Agreement is in full force and effect, (ii) the Broker is in compliance with the terms of this Agreement, (iii) the Broker has continued to represent the Prospective Purchaser throughout the negotiations to acquire the Property and at the time of closing of the sale of the Property to the Prospective Purchaser, COLLETT agrees to pay to the Broker, and the Broker agrees to accept from COLLETT, a fee of two percent (2.0 %) of the Gross Sales Price to be paid by Prospective Purchaser for the Property. 12. The preceding notwithstanding, Broker hereby acknowledges that (i) COLLETT's obligation to pay said fee to Broker is contingent upon COLLETT's receipt from the Seller of the brokerage commission cited in the exclusive listing agreement for the Property, and (ii) said fee to Broker may be adjusted to reflect any collection costs incurred by COLLETT. COLLETT shall request of the Seller that the brokerage commission be paid at closing directly to the receiving parties; however, should the Seller require that the brokerage commission be paid to COLLETT outside of the closing, then Broker shall be paid its previously described fee approximately one (1) week following COLLETT's receipt of the total brokerage commission.

Broker hereby acknowledges and accepts that, notwithstanding its active involvement, it will not be due any commission or other fee if the Property is sold or otherwise conveyed to any party not duly registered by Broker and with said registration accepted by COLLETT.

CO-BROKERAGE CONFIDENTIALITY & DISCLAIMER AGREEMENT Page 3 of 3 13. Broker agrees that it shall not look to COLLETT or the Seller for the payment of any fees or other compensation in connection with the sale of the Property to the Prospective Purchaser or any other party (whether or not consummated for any reason), except as stated herein. Broker agrees that its authorization to act in any brokerage capacity with respect to the sale of the Property is limited only to the Prospective Purchaser and is expressly governed by the terms of this Agreement. 14. Broker hereby indemnifies and saves harmless COLLETT, the Seller, and their respective affiliates, officers, employees and agents against and from any loss, liability or expense, including but not limited to attorney's fees, arising out of (i) any claim or loss by any other party if such claim is based in whole or in part on dealings with the Broker, (ii) any breach of any of the terms of this Agreement by the Broker. 15. Facsimile executed copies of this Agreement shall be fully binding and effective for all purposes whether or not originally executed documents are transmitted between the parties. Facsimile signatures on documents shall be treated in the same manner as original signatures. Broker and COLLETT hereby acknowledge their acceptance of the terms and conditions of this Agreement, as evidenced by their respective signatures below. "BROKER" ACCEPTANCE: "PROSPECTIVE PURCHASER": Firm Name: Name: By: Firm Name: ____________________________ Title: ____________________________ Address:

Address:

“COLLETT” ACCEPTANCE: Telephone: Collett Management, LLC 1111 Metropolitan Ave, Suite 700 Email: Charlotte, NC 28204 tel 704.206.8300 fax 704.335.8654 Real Estate Brokerage License #: By: Charles E. Ellis, Jr. SC broker license #9303 Licensing State: Its: President Date: Revised 8/18/17