Terms and Conditions of Auction

1) The auction will be held at the Wheeler Landing Lighthouse on Saturday, June 27, 2009 at 11 a.m.

2) American Real Estate and Leasing Group, LLC located at 1002 Marquette Avenue, Bay City, Michigan 48706 is the Auctioneer

3) 16 slips will be offered at the auction of various sizes, including docks with a permitted boat length of 36 feet, 40 feet, 50 feet,

and 56 feet.

4) The high bidder will have his choice of slips of those available in each size category. A total of over 100 slips will be available

for high bidders to choose from at the auction.

5) The number of slips offered for each size category will be determined by the Auctioneer and announced at the auction.

6) Open houses will be held Saturdays and Sundays from 10 a.m. to 2 p.m. every weekend until auction day.

7) A 10 % Buyer’s Premium will be charged on each dock sold to successful bidders.

8) The minimum opening bid on all slips will be $4,000, the release amount from the lender.

9) The Seller reserves the right to accept or reject the final bid price.

10) The earnest deposit on auction day is $1,000 per slip. Personal checks with proper ID will be accepted.

11) Pre-Registration is available through American Real Estate & Leasing Group and at all open houses.

12) All closings must take place within 30 days of the auction, i.e. on or before July 27, 2009.

13) Buyers will be charged a $100 per slip closing fee.

14) Broker participation is not available for this auction.

15) All potential buyers should review the Offering Circular to understand the details of ownership in Wheeler Landing Inc. The

Offering Circular, By-Laws, Club Rules, 2009 Dues Schedule, and a Map of the Docks available for review on our web site, at

the office of American Real Estate & Leasing Group, and all open houses.

16) Other documents including Wheeler Landing’s Articles of Incorporation, original Title Commitment, current Budget, Financial

Statements, and Federal Tax Returns are available for review at the offices of American Real Estate & Leasing Group and at all

open houses.

17) 2009 membership dues will be prorated to closing.

18) There will be no proration of rents with buyers. The seller shall retain all rental receipts in accordance with the provisions of

the lease contracts.

19) All lease contracts contain a clause on Page 4, Item 14 entitled “Sale during Lease” which states, “Lessee acknowledges that

dock spaces are being offered for sale. If during the term of the lease, the dock space occupied by Lessee is proposed to be

sold, the Lessor reserves the right to move Lessee to another dock space of comparable size, if such space is available, or

terminate lease and return to Lessee the proportion of rent monies unused at termination time. Lessee agrees to cooperate with

Lessor in such event and move his boat promptly to the alternate dock space designated by Lessor, or remove his boat promptly

from the Marina, if lease is so terminated, as the case may be.”

20) Boat slips are offered to Michigan residents only and bidding is open to all members of the public including Wheeler Landing

Shareholders.

21) Auction announcements made by the auctioneer on auction day shall take precedence over prior printed materials and oral

statements. The conduct of the auction will be at the sole discretion of the Auctioneers and bids will be recognized at their

discretion.