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LISTING CONTRACT
<br />TO: Broker: Grubb & EllislCressy & Everett Listing Agents: Timothy J. Mehall, Edward DATE:
<br />F. Bradley, George Cressy (the "Team ")
<br />PROPERTY ADDRESS: College Football Hall of Fame, 11 I S. St. Joseph St., South Bend, IN
<br />LEGAL DESCRIPTION: To Be supplied
<br />SALE PRICE: $2,687,500, or terms acceptable to Owner. LEASE PRICE: $5.50 per square foot NNN, or terms acceptable
<br />to Owner. The Owner agrees the price stated herein includes all mortgages, unpaid special assessments and any balances due
<br />for any fixtures, improvements, alterations or miscellaneous equipment now on or attached to premises.
<br />2. TERMS: ® Cash ❑ Conventional Financing ❑ Seller Financing ❑ Land Contract ®Other
<br />3. EXCLUSIVE LISTING: In consideration of the Broker listing for sale or lease and undertaking to find a purchaser or tenant
<br />for the real estate described above, the Owner hereby grants and gives the Broker the exclusive right and authority to sell,
<br />exchange, or lease the same for a period commencing on the date of full execution of this ag er ement and terminating on the
<br />date which is twelve (12) months after the date on which the College Football Hall Of Fame ceases to operate in and vacates
<br />the real estate as provided for in the attached Exhibit "A ". Owner represents that no other agreement is now in force with any
<br />other broker. In the event the Owner does not notify Broker in writing thirty (30) days on or before that date that this
<br />Agreement is terminated, then this Listing Agreement shall be extended for a like period of time and shall automatically
<br />renew for similar periods of time until terminated by the Owner as provided herein. The Broker is authorized to permit other
<br />licensed brokers and sales persons to show this property. If the property is not presently rented, the Owner agrees not to rent
<br />or lease the subject property while listed with the undersigned Broker without Broker's consent. The Broker is further
<br />authorized to accept Buyer- Broker/Limited Agency notification on behalf of Owner.
<br />4. BROKER'S FEE: In the event the Broker finds a purchaser or tenant ready, willing and able to buy or lease said real estate,
<br />or should said real estate be sold or leased by or through the Broker, the Owner or otherwise, during said time for the price
<br />and upon the terms named herein, or should the entity which currently owns the real estate be transferred by means of a stock
<br />transfer or any other transfer of interest during the term of this Agreement for any other price or terms, or consideration
<br />acceptable to the Owner, the Owner agrees to pay the Broker a commission as follows:
<br />A. In the event Listing Agents Tim Mehall, George Cressy, or Ed Bradley (collectively the "Team ") procure a tenant
<br />without such tenant being represented by another agent, a lease commission equal to five percent (5 %) of the total net rental
<br />amount shall be paid to Broker within thirty (30) days of the full execution of such lease.
<br />B. In the event the "Team" procures a tenant with such tenant being represented by another agent, a lease commission
<br />equal to seven percent (7 %) of the total net rental amount shall be paid to Broker within thirty (30) days of the full execution
<br />of such lease.
<br />C. In the event the "Team" procures a purchaser without such purchaser being represented by another agent, a sale
<br />commission equal to five 5 percent of the sum for which said property is sold, exchanged, leased or otherwise transferred
<br />but not less than one hundred thousand dollars ($100,000), payable at closing.
<br />D. In the event the "Team" procures a purchaser with such purchaser or tenant being represented by another agent, a
<br />sale commission equal to seven (7) percent of the sum for which said property is sold, exchanged, leased or otherwise
<br />transferred but not less than one hundred forty thousand dollars ($140,000), payable at closing.
<br />E. (i) In the event a tenant procured by the "Team" purchases the real estate at the end of a lease term, or at any time
<br />during a lease term, a sale commission commensurate with the above schedule shall be due and payable less any lease
<br />commission that was previously paid for such lease. By way of example, a lease is fully executed with a tenant which
<br />generates a leasing commission of $50,000. During or at the end of the term, such tenant purchases the building which
<br />generates a sale commission of $100,000. The $50,000 lease commission is credited against the $100,000 sale commission
<br />resulting in an amount due to Broker at closing of the sale of $50,000.
<br />(ii) In the event of any transfer of an interest in said real estate within one hundred eighty (180) days after the
<br />expiration of this Listing Contract and its extensions, to any person, firm or corporation who has been introduced, interested,
<br />or shown the property during the exclusive period of this listing by the Owner or by the Broker, his Representative, or
<br />Subagent or by a Buyer- Broker, Owner agrees to pay Broker a commission as provided by this Listing Contract and its
<br />extensions. The Owner agrees to refer to the Broker all inquiries of brokers or others interested in his property during the
<br />term of this contract.
<br />(iii) Partially excluded from the term purchaser or tenant ready, willing, and able to buy or lease the real estate
<br />subjecting Owner to a reduced payment of a Broker's fee under paragraph 4 of this Listing Agreement (" Partially Excluded
<br />Tenants or Purchasers ") are two (2) entities which have expressed interest to buy or lease the real estate but which
<br />negotiations are ongoing and the Owner has agreed to keep the names of the Partially Excluded Tenants or Purchasers
<br />confidential during this period of negotiation to the extent possible under Indiana Law. Broker understands in the event of
<br />any transfer of Interest in said real estate to either of the Partially Excluded Tenants or Purchasers during the initial ninety
<br />(90) days of this Listing Agreement, Owner shall pay to Broker a commission in an amount equal to twenty-five percent
<br />(25 %) of the amount specified in Paragraph 4 A and C above. After the expiration of the initial ninety (90) days of this Listing
<br />Agreement, in the event of any transfer of an interest in real estate to the Partially Excluded Tenants or Purchasers, Owner
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