SOUTHRIDGE VILLAGE 2434 s interstate 35 e |denton, TX 76205

OFFERING MEMORANDUM

™ TABLE OF CONTENTS

4 Executive summary 6 property overview

14 area overview

18 financial overview

24 tenant overview EXCLUSIVELY LISTED BY

Johnny blue craig Scott Henard ASSOCIATE SVP & REGIONAL DIRECTOR KYLE MATTHEWS SHOPPING CENTERS SHOPPING CENTERS BROKER OF RECORD [email protected] [email protected] DIR (214) 692-2068 DIR (214) 692-2046 LIC # 678067 MOB (850) 509-8733 MOB (972) 998-7373 LIC # SL3331383 (FL) LIC # 684841 (TX) Executive summary

OFFERING SUMMARY Matthews Real Estate Investment Services is pleased to present to qualified investors the fee simple sale of Southridge Village Shopping Center. Southridge Village is located in the city of Denton, TX, a strong growing suburb in the -Fort Worth MSA. Positioned directly off I-35 E, which sees over 200,000 cars per day, this asset provides an impressive investor return with an equally impressive location that has short-term upside. The site is located directly across the interstate from the Golden Triangle Mall, a recently renovated dominant regional mall, and is surrounded by national tenants that include Target, Walmart, Home Depot, Bed Bath and Beyond, Barnes & Noble, Hobby Lobby and more. Further, the investment is located next door to the new 16-acre development of the Buc-ee’s Travel Center Prototype which will feature 52,000 square feet and around 96 gas pumps and is set to deliver in early 2018. There are also several new multifamily complexes being developed next to the center. Paired with the possibility of the future owner to add an additional pad site in front of the center, this investment provides an owner with strong returns with immediate upside. investment highlights

• Strong Returns for Potential Investor – Paired with market financing, a potential investor’s year 1 cash on cash return will be over 17% • Impressive NOI growth – 3-year growth of 26% and 5-year growth of over 36% • New roof in 2017 • Strong historical occupancy – Synergistic tenant line-up consisting of mostly medical tenants, the anchor of which has had a long successful operating history since 1992 • Impeccable Location - Strategically positioned with great visibility off I-35 E that sees ±100,000 cars per day in each direction • Located across the freeway from the Golden Triangle Mall, a dominant regional mall that just underwent an extensive remodel by MG Herring and Cencor Realty in 2014 • University Town - Denton is home to the University of North Texas (UNT) and Texas Woman’s University, with a combined enrollment of over 50,000 students • Potential PAD site Development – Ability to add a pad site in the parking lot can significantly increase the NOI by over $85K • Directly adjacent to a major development of Buc-ee’s Travel Center’s new prototype - will be developed on 16 acres featuring 96 gas pumps drawing in large amounts of tourists • Strong Demographics – The surrounding 3-mile population has grown over 50% from 2000-2010, 14% from 2010-2016 and is set to grow another 9% from 2016-2021

4 |Matthews RetaL ESTATE INVESTMENT SERVICES FINANCIAL SUMMARY

Price $6,999,999 Property Size (NRA) 37,203 Price Per SF $188 Year Built/Renovated 1984/1987 Current Occupancy 100% Investment Returns Debt Assumptions Cap Rate - Yr 1 8.82% Principle Loan Amount $4,899,999 Cash on Cash - Yr 1 17.23% Loan to Value 70% Debt Interest Rate 4.75% Debt $4,899,999 Term 10 Years Required Equity $2,100,000 Amortization 30 Years Operating Data Annual Debt Service - IO for 1 year $232,750 Effective Gross Income $860,901 Annual Debt Service - Amortized $306,729 Operating Expenses $243,255 Net Operating Income - Yr 1 $617,646 Loan quote provided by Barrington Capital based on market conditions at this time. Actual Capital Reserves - Yr 1 $10,500 rates and terms will vary based on market conditions at closing. Please contact Brian Krebs or Mike McCabe at the information below: Cash Flow Before Taxes - Yr 1 $594,542 Major Tenants Square Footage Brian Krebs: (949) 777-5988 or [email protected] Mike McCabe: (310) 919-5793 or [email protected] Wol+Med Neck and Back Rehabilitation Clinic 17,417 Wol+Med Physician's Clinic 5,000 Pet Hospital 3,836 American Pharmacy 3,200

SOUTHRIDGE VILLAGE, DENTON, TX | 5 property overview

physical description

Property Name Southridge Village Shopping Center

Address 2436 S I-35 E

Location Denton, TX 76205

Cross Street Lillian Miller Pkwy

Square Footage (GLA) 37,203

Land Area 163,092 SF

APN(s) R128441

Year Built / Renovated 1984/1987

Type of Ownership Fee Simple Traffic Counts Zoning RCR-2 Regional Center Residential S Interstate 35 E ±102,000 ADT Lillian Miller Pkwy ±17,000 ADT Number of Stories 1 Parking Spaces 267 parcel map Parking Ratio 7.71 : 1,000

6 |Matthews RetaL ESTATE INVESTMENT SERVICES site plan

IN T E R S T A T E 3 5 S E R V IC E R O A D

Future Pad Site

#336

#338 #346 #360 #370 #390 #376 #350 #340

Unit Tenant Square Footage Unit Tenant Square Footage 336 Wol+Med Neck and Back 17,417 360 American Pharmacy 3,200 Rehabilitation Clinic 370 Pet Hospital 3,836 338 Wol+Med Physician’s Clinic 5,000 390 Edward D Jones 2,100 340 Planned Parenthood 1,760 Outparcel Future Pad Site 346 Choice Medical 2,700 Total 37,203 350 Fantastic Sams 1,190 tenant roster SOUTHRIDGE VILLAGE, DENTON, TX | 7 tenant map

SUBJECT PROPERTY

8 |Matthews RetaL ESTATE INVESTMENT SERVICES BUC-EE’S DEVELOPMENT

SUBJECT PROPERTY

BUC-EE’S Next door to the subject property is the development of a Buc-ee’s gas station. The property is expected to open sometime at the end of 2017 or early 2018. The addition of Buc-ee’s in Denton will bring more jobs and tourists. With only select stores throughout Texas, the hype behind each new location is colossal.

Buc-ee’s is a chain of convenience stores located in the Central, Gulf Coast, and North Coast region of Texas. Buc-ee’s offers products found at most convenience stores such as fuel, cigarettes, tobacco, chips, drinks, and soft drinks at their smaller neighborhood stores. Travel centers include a deli, coffee shop, exterior tunnel car washes, Texas-themed specialty gifts and food, and products catering to hunters and river rafters. All Buc-ee’s are open 24 hours per day, 365 days per year.

Everything about Buc-ee’s is “Texas big”. The gas station is known for having large format stores around 50,000 square feet and around 90 gas pumps making it easy for travelers to get in and out. It is rare that you should ever wait in line to fill up your tank. This place has everything you can imagine from soda and snacks to suite cases and pajamas.

Read more about the development here! (click) SOUTHRIDGE VILLAGE, DENTON, TX | 9 Golden Triangle Mall Anchor tenants

Property Name Golden Triangle Mall

Location IH-35 & Loop 288, Denton, TX

Built 1980

Renovated 2015

Total GLA 784,200 SF

Occupancy 97%

2015 Renovations Over 90 Specialty stores & restaurants • New exterior facade

• Redesign and enhancement of mall entrances

• New exterior landscaping and graphics

• Renovation of mall common area

• Opening of existing ceiling creating more natural light

• Lighting additions • New amenities including furniture, interior landscape, Outparcels fixtures and directories

• Tenant storefront upgrades

• New property graphics program

• Free Wi-Fi throughout

• Remodeled children’s play area

10 |Matthews RetaL ESTATE INVESTMENT SERVICES PROXIMITY TO Golden Triangle Mall

SUBJECT PROPERTY

SOUTHRIDGE VILLAGE, DENTON, TX | 11 Demographics

POPULATION 1-Mile 3-Mile 5-Mile

2022 Projection 9,853 90,839 170,216 2017 Estimate 8,963 82,469 155,296 2010 Census 7,687 70,313 133,513 2000 Census 5,544 46,800 98,624 Growth 2017 - 2022 9.93% 10.15% 9.61% Growth 2010 - 2017 16.60% 17.29% 16.32% local map Growth 2000 - 2010 38.65% 50.24% 35.38% HOUSEHOLD 1-Mile 3-Mile 5-Mile

2022 Projection 3,985 33,091 62,527 2017 Estimate 3,643 30,104 56,979 2010 Census 3,166 25,906 49,024 2000 Census 2,198 17,782 36,923 Growth 2017 - 2022 9.39% 9.92% 9.74% Growth 2010 - 2017 15.08% 16.21% 16.23% Growth 2000 - 2010 43.99% 45.68% 32.77% INCOME 1-Mile 3-Mile 5-Mile 2017 Est. Average $76,652 $72,658 $76,261 Household Income

regional map

12 |Matthews RetaL ESTATE INVESTMENT SERVICES SOUTHRIDGE VILLAGE, DENTON, TX | 13 area overview DENTON, TEXaS On the seat of Denton County, Denton holds a small-town vibe while being just a short drive away from the big city of Dallas. Denton is a family-friendly college town with a downtown square bustling with shops, eateries, entertainment venues and events.

With two universities and more than 50,000 students, two hospitals, an industrial district, and a lively downtown and entrepreneurial community, Denton is one of the top 25 fastest-growing cities in the country and was ranked the No. 1 Best Small Town in America by Rand McNally and USA Today in 2012.

denton ears gold-level ranking In prominent scenic city certification

First recognized as a Bronze-level City in 2014, the City increased its ranking two levels due to improvements in codes, ordinances, and standards related to aesthetics and community appearance. Scenic Texas cited the following elements as key in earning this upgraded recognition: Denton’s Main Street Program, strong unity of design standards, innovative waste management efforts, and emphasis on public parks, trails, and green spaces.

14 |Matthews RetaL ESTATE INVESTMENT SERVICES THE UNIVERSITY OF NORTH TEXAS

Located in Denton, The University of North Texas is one The University of North Texas generates an economic impact of the nation’s largest universities with 101 bachelor’s, of $1.65 billion in the Dallas-Fort Worth area every year. 82 master’s and 38 doctoral degree programs. 62 of the Additionally, due to capital spending coming from UNT, the academic programs raked among the nation’s top 100. UNT DFW area sees another $183.9 million in economic activity. is a major public research university committed to advancing UNT supports and drives the growth and programs of the educational excellence. The university is one of Denton’s communities and businesses in North Texas with its 38,000 largest employers with more than 10,000 full and part-time students, 10,000 faculty and staff and 263,000 alumni living employees. in the area.

DENTON TOP EMPLOYERS

Peterbilt motors TEXAS HEALTH Sally Beauty Company, Inc PRESBYTERIAN HOSPITAL DENTON

SOUTHRIDGE VILLAGE, DENTON, TX | 15 Dallas is a city where big ideas meet big opportunity. As with any the largest concentrations of corporate headquarters for publicly other city in the Lone Star State, Dallas offers a hearty portion of traded companies such as American Airlines, Neiman Marcus, world famous art, innovated eateries and bigger than life personality. Kimberly-Clark, JCPenney, ExxonMobil and many others. In 2015, The city revolves around a bustling downtown area that expands Forbes reported that Dallas is “the best place for business and through an assortment of neighborhoods and commercial centers, careers” in Texas. It’s the perfect blend of big city living and rustic supported by a network of freeways that exceeds almost any other southern charm. city. It boasts the largest urban arts district in the nation; where you’d be more likely to come across a world class exhibit than a The Dallas economy is expected to grow over the next couple of broken pair of chaps. Its past and present is rich in culture, an All- decades making it the perfect time to not only invest in Dallas real American city that was built on legends. estate, but also relocate. As the 9th largest city in the country, Dallas has something for everyone. It combines clashing images of The central core of Dallas has experienced a steady and significant the city skyline and cowboy vibes. Yet, the city of Dallas describes growth that speaks to its highly diversified economy. It has become itself best with the motto: “Big Things Happen Here.” a hub for real estate and business, establishing itself as one of

16 |Matthews RetaL ESTATE INVESTMENT SERVICES DALLAS-Fort Worth MSA

The Dallas-Fort Worth Metroplex is the largest metropolitan area in the South, and fourth largest in the United States. It is a center for sporting events, tourism and manufacturing. Dallas and its suburbs have one of the highest concentrations of corporate headquarters in the United States. Dallas is a center for corporate America. Because of its central location relative to the rest of the United States, Dallas is a popular convention site and site for many corporate headquarters and home to 21 Fortune 500 companies. Business management and operations is a major part of the economy. The Metroplex also contains the largest Information Technology industry base in the state. On the other end of the business spectrum, and on the other side of the Metroplex, the Texas farming and ranching industry is based in Fort Worth.

4th 7.1 21 4 Largest City Million People Fortune 500 Major Sports Companies Teams SOUTHRIDGE VILLAGE, DENTON, TX | 17 financial overview rent roll Contract Rental Rate Rent PSF UNIT TENANT Lease Start Lease End SF % of GLA Increases Options Year Month Year Month May-18 $15.45 Wol+Med Neck and Back 336 Nov-97 Apr-21 17,417 46.8% $261,255 $21,771 $15.00 $1.25 May-19 $15.91 Rehabilitation Clinic May-20 $16.39 May-18 $24.67 Wol+Med Physician's 338 Nov-97 Apr-21 5,000 13.4% $119,742 $9,978 $23.95 $2.00 May-19 $25.41 Clinic May-20 $26.17 One 5-Year 340 Planned Parenthood Dec-96 Apr-19 1,760 4.7% $32,560 $2,713 $18.50 $1.54 Apr-18 $19.75 Option (FMV) Apr-18 $18.50 346 Choice Medical Apr-15 Apr-20 2,700 7.3% $47,250 $3,938 $17.50 $1.46 Apr-19 $19.50 350 Fantastic Sams Dec-12 MTM 1,190 3.2% $18,000 $1,500 $15.13 $1.26 None 360 American Pharmacy Jan-15 Jan-20 3,200 8.6% $60,800 $5,067 $19.00 $1.58 Jan-19 $20.00 Oct-17 $21.25 Oct-18 $22.25 Oct-19 $23.50 Oct-20 $24.75 370 Pet Hospital Oct-15 Sep-25 3,836 10.3% $77,676 $6,473 $20.25 $1.69 Oct-21 $26.00 Oct-22 $27.25 Oct-23 $28.75 Oct-24 $30.25 390 Edward D. Jones Apr-15 Apr-18 2,100 5.6% $32,556 $2,713 $15.50 $1.29 Outparcel Speculative (Outparcel) Jun-18 May-28 $85,000 $7,083 Occupied Totals - In Place 37,203 100.0% $649,838 $54,153 $17.47 $1.46 Totals 37,203 100.0% $649,838 $54,153 $17.47 $1.46

Notes: 1. Analysis assumes an outparcel building is constructed and begins paying rent of $85,000 each year, increasing 3.0% annually in month 13. 2. Fantastic Sams is month to month. Analysis assumes the tenant remains at the center through 12/18 at current terms.

18 |Matthews RetaL ESTATE INVESTMENT SERVICES Lease Expiration

Year Ending Sq. Ft. Annual % of Total Aggregate % of Total 1 Jul-18 2,100 5.64% 5.64% 2 Jul-19 2,950 7.93% 13.57% 3 Jul-20 5,900 15.86% 29.43% 4 Jul-21 22,417 60.26% 89.69% 5 Jul-22 0 0.00% 89.69% 6 Jul-23 0 0.00% 89.69% 7 Jul-24 0 0.00% 89.69% 8 Jul-25 0 0.00% 89.69% 9 Jul-26 3,836 10.31% 100.00% 10 Jul-27 0 0.00% 100.00% Total 37,203 100.00%

10-YEAR ROLLOVER

100.00%

80.00%

60.00%

40.00%

20.00%

0.00% 1 2 3 4 5 6 7 8 9 10 Total Year

ANNUAL % OF TOTAL

SOUTHRIDGE VILLAGE, DENTON, TX | 19 Summary Tenant Profile

INCOME DISTRIBUTION - IN PLACE Tenant Name In Place Rent % of Income Exxpiration Date Anchor/Junior Anchors

Wol+Med Neck and Back Rehabilitation Clinic $261,255 40.20% May-21

Wol+Med Physician's Clinic $119,742 18.43% May-21

Subtotal $380,997 58.63%

Shops Shops - 41% Planned Parenthood $32,560 5.01% Apr-19

Choice Medical $47,250 7.27% Apr-20 Anchors - 59% Fantastic Sams $18,000 2.77% Dec-18

American Pharmacy $60,800 9.36% Jan-20

Pet Hospital $77,676 11.95% Oct-25

Edward D. Jones $32,556 5.01% Apr-18

Subtotal $268,842 41.37%

Total $649,838 100%

20 |Matthews RetaL ESTATE INVESTMENT SERVICES SOUTHRIDGE VILLAGE, DENTON, TX | 21 cash flow

Year 1 Year 2 Year 3 Year 4 Year 5 For the Years Ending Jul-2018 Jul-2019 Jul-2020 Jul-2021 Jul-2022 ______Potential Gross Revenue Base Rental Revenue $746,556 $780,887 $815,529 $851,787 $883,031 Absorption & Turnover Vacancy (85,000) (73,351) ______Scheduled Base Rental Revenue 661,556 780,887 815,529 778,436 883,031

Expense Reimbursement Revenue Landscaping & Groundskeeping 8,190 8,514 8,803 8,076 9,158 Management Fees 25,000 29,339 30,995 26,201 33,265 Repairs & Maintenance 17,714 18,418 19,040 17,468 19,808 Utilities 29,329 $30,495 $31,522 $28,924 $32,797 Property Tax 146,528 $152,334 $157,479 $144,497 $163,842 Property Insurance 8,712 9,059 9,364 8,591 9,742 ______Total Reimbursement Revenue 235,473 248,159 257,203 233,757 268,612

Sign Income 1,200 1,236 1,273 1,311 1,351 ______Total Potential Gross Revenue 898,229 1,030,282 1,074,005 1,013,504 1,152,994 General Vacancy ($37,328) ($39,044) ($40,776) ($42,589) ($44,152) ______Effective Gross Revenue $860,901 991,238 1,033,229 970,915 1,108,842 ______Operating Expenses Landscaping & Groundskeeping 8,460 8,629 8,802 8,978 9,157 Management Fees 25,827 29,737 30,997 29,127 33,265 Repairs & Maintenance 18,300 18,666 19,039 19,420 19,809 Utilities 30,300 30,906 31,524 32,155 32,798 Property Tax 151,368 154,395 157,483 160,633 163,846 Property Insurance 9,000 9,180 9,364 9,551 9,742 ______Total Operating Expenses 243,255 251,513 257,209 259,864 268,617 ______Net Operating Income 617,646 739,725 776,020 711,051 840,225

Investment Returns

Debt Service $232,750 $306,729 $306,729 $306,729 $306,729 Cash Flow after Debt Service/Leasing Costs/Capital Reserves $361,792 $416,980 $410,730 $126,884 $527,215 Cash on Cash Return 17.23% 19.86% 19.56% 6.04% 25.11% Cap Rate 8.82% 10.57% 11.09% 10.16% 12.00% 1. Analysis assumes an outparcel building is constructed and begins paying rent of $85,000 each year, increasing 10.0% mid term month 13.

22 |Matthews RetaL ESTATE INVESTMENT SERVICES assumptions

Analysis Period Cash Flow Projection Begin Date June 1, 2017 Holding Period for Net Present Value 5 Years

Area Measures Net Rentable Area in SF 37,203

General Projection Assumptions General Expense Growth per Annum 2.00% Real Estate Tax Growth per Annum 2.00% Market Rent Growth per Annum 4.00% Exit Cost of Sale 1.00%

Leasing Assumptions Market Rent $15.00 - $26.00/SF/Yr Renewal Probability 75%/100% Downtime 6-12 Tenant Improvement Allowance $15/SF Leasing Commissions 6.00% Free Rent None Escalations Annual 3% Increases/10% Mid Term Increase Operating Expenses NNN Term 5 Years

Notes: Market Leasing Assumptions excludes outparcel pad.

SOUTHRIDGE VILLAGE, DENTON, TX | 23 tenant overview

WolMed

Company Name Wolmed Parent Company Trade Name Ed Wolski MD PA Ownership Non-Public WOLMED provides their service and care at two locations in North No. of Locations 2 Texas. They specialize in federal workers comp injuries, Texas workers No. of Employees (all) ±50 comp injuries, personal injuries, and auto injuries. The company treats Headquartered Denton, TX patients who were hurt on the job while working for private companies in the Texas Workers Compensation system as well as people who Website www.wolmed.com were injured at work for federal agencies such as the United States Year Founded 1981 Postal Service and the FBI.

24 |Matthews RetaL ESTATE INVESTMENT SERVICES Southridge Animal Hospital

Company Name Southridge Animal Hospital Primary Industry Veterinary Services Ownership Non-Public No. of Locations 1 No. of Employees ± 10 Southridge Animal Hospital is a full-service veterinary medical facility Headquartered Denton, TX in Denton, Texas. The goal of the company is to provide the best Website www.southridgeanimalhospital.com possible medical, surgical, and dental care for their patients. They Year Founded 1996 are committed to promoting responsible pet ownership, preventative health care and heal-related educational opportunities for their clients.

American Specialty Pharmacy

Company Name American Specialty Pharmacy Inc. Primary Industry Pharmacies and Drug Stores Ownership Non-Public No. of Locations 19 No. of Employees ± 130 American Specialty Pharmacy is known for being more than just a Headquartered Farmers Branch, TX typical pharmacy. They are dedicated to every customer. The goal of Website www.americanspecialtypharmacy.com the company is to continuously optimize their services for the benefit Year Founded 2010 of the patient and the patient’s health. ASP has 19 locations throughout the United States and 4 additional locations in the works. SOUTHRIDGE VILLAGE, DENTON, TX | 25 This Offering Memorandum contains select information pertaining to the business and affairs of the Southridge Village located at 2434 S Interstate 35 E, Denton, TX 76205(“Property”). It has been prepared by Matthews Retail Advisors. This Offering Memorandum may not be all-Ver or contain all of the information a prospective purchaser may desire. The information contained in this Offering Memorandum is confidential and furnished solely for the purpose of a review by a prospective purchaser of the Property. It is not to be used for any other purpose or made available to any other person without the written consent of Seller or Matthews Retail Advisors. The material is based in part upon information supplied by the Seller and in part upon financial information obtained from sources it deems reliable. Owner, nor their officers, employees, or agents makes any representation or warranty, express or implied, as to the accuracy or completeness of this Offering Memorandum or any of its contents and no legal liability is assumed or shall be implied with respect thereto. Prospective purchasers should make their own projections and form their own conclusions without reliance upon the material contained herein and conduct their own due diligence.

By acknowledging your receipt of this Offering Memorandum for the Property, you agree:

1. The Offering Memorandum and its contents are confidential;

2. You will hold it and treat it in the strictest of confidence; and

3. You will not, directly or indirectly, disclose or permit anyone else to disclose this Offering Memorandum or its contents in any fashion or manner detrimental to the interest of the Seller.

Owner and Matthews Retail Advisors expressly reserve the right, at their sole discretion, to reject any and all expressions of interest or offers to purchase the Property and to terminate discussions with any person or entity reviewing this Offering Memorandum or making an offer to purchase the Property unless and until a written agreement for the purchase and sale of the Property has been fully executed and delivered.

If you wish not to pursue negotiations leading to the acquisition of the Property or in the future you discontinue such negotiations, then you agree to purge all materials relating to this Property including this Offering Memorandum.

A prospective purchaser’s sole and exclusive rights with respect to this prospective transaction, the Property, or information provided herein or in connection with the sale of the Property shall be limited to those expressly provided in an executed Purchase Agreement and shall be subject to the terms thereof. In no event shall a prospective purchaser have any other claims against Seller or Matthews Retail Advisors or any of their affiliates or any of their respective officers, Directors, shareholders, owners, employees, or agents for any damages, liability, or causes of action relating to this solicitation process or the marketing or sale of the Property.

This Offering Memorandum shall not be deemed to represent the state of affairs of the Property or constitute an indication that there has been no change in the state of affairs of the Property since the date this Offering Memorandum. SOUTHRIDGE VILLAGE 2434 s interstate 35 e |denton, TX 76205

JOHNNY BLUE CRAIG ASSOCIATE

[email protected] DIR (214) 692-2068 MOB (850) 509-8733

Scott Henard SVP & REGIONAL DIRECTOR

[email protected] DIR (214) 692-2046 MOB (972) 998-7373

KYLE MATTHEWS BROKER OF RECORD

LIC 678067 ™ 11-2-2015 Information About Brokerage Services Texas law requires all real estate license holders to give the following informaƟon about brokerage services to prospecƟve buyers, tenants, sellers and landlords.

TYPES OF REAL ESTATE LICENSE HOLDERS: . • A BROKER is responsible for all brokerage acƟviƟes, including acts performed by sales agents sponsored by the broker. • A SALES AGENT must be sponsored by a broker and works with clients on behalf of the broker.

A BROKER’S MINIMUM DUTIES REQUIRED BY LAW (A client is the person or party that the broker represents): • Put the interests of the client above all others, including the broker’s own interests; • Inform the client of any material informaƟon about the property or transacƟon received by the broker; • Answer the client’s quesƟons and present any offer to or counter-offer from the client; and • Treat all parƟes to a real estate transacƟon honestly and fairly.

A LICENSE HOLDER CAN REPRESENT A PARTY IN A REAL ESTATE TRANSACTION:

AS AGENT FOR OWNER (SELLER/LANDLORD): The broker becomes the property owner's agent through an agreement with the owner, usually in a wriƩen lisƟng to sell or property management agreement. An owner's agent must perform the broker’s minimum duƟes above and must inform the owner of any material informaƟon about the property or transacƟon known by the agent, including informaƟon disclosed to the agent or subagent by the buyer or buyer’s agent.

AS AGENT FOR BUYER/TENANT: The broker becomes the buyer/tenant's agent by agreeing to represent the buyer, usually through a wriƩen representaƟon agreement. A buyer's agent must perform the broker’s minimum duƟes above and must inform the buyer of any material informaƟon about the property or transacƟon known by the agent, including informaƟon disclosed to the agent by the seller or seller’s agent.

AS AGENT FOR BOTH - INTERMEDIARY: To act as an intermediary between the parƟes the broker must first obtain the wriƩen agreement of each party to the transacƟon. The wriƩen agreement must state who will pay the broker and, in conspicuous bold or underlined print, set forth the broker's obligaƟons as an intermediary. A broker who acts as an intermediary: • Must treat all parƟes to the transacƟon imparƟally and fairly; • May, with the parƟes' wriƩen consent, appoint a different license holder associated with the broker to each party (owner and buyer) to communicate with, provide opinions and advice to, and carry out the instrucƟons of each party to the transacƟon. • Must not, unless specifically authorized in wriƟng to do so by the party, disclose: ᴑ that the owner will accept a price less than the wriƩen asking price; ᴑ that the buyer/tenant will pay a price greater than the price submiƩed in a wriƩen offer; and ᴑ any confidenƟal informaƟon or any other informaƟon that a party specifically instructs the broker in wriƟng not to disclose, unless required to do so by law.

AS SUBAGENT: A license holder acts as a subagent when aiding a buyer in a transacƟon without an agreement to represent the buyer. A subagent can assist the buyer but does not represent the buyer and must place the interests of the owner first.

TO AVOID DISPUTES, ALL AGREEMENTS BETWEEN YOU AND A BROKER SHOULD BE IN WRITING AND CLEARLY ESTABLISH: • The broker’s duƟes and responsibiliƟes to you, and your obligaƟons under the representaƟon agreement. • Who will pay the broker for services provided to you, when payment will be made and how the payment will be calculated.

LICENSE HOLDER CONTACT INFORMATION: This noƟce is being provided for informaƟon purposes. It does not create an obligaƟon for you to use the broker’s services. Please acknowledge receipt of this noƟce below and retain a copy for your records.

Kyle Matthews/Matthews Retail Group Inc. 678067 [email protected] (310) 919-5757 Licensed Broker /Broker Firm Name or License No. Email Phone Primary Assumed Business Name Kyle Matthews 678067 [email protected] (310) 919-5757 Designated Broker of Firm License No. Email Phone

Licensed Supervisor of Sales Agent/ License No. Email Phone Associate

Sales Agent/Associate’s Name License No. Email Phone

Buyer/Tenant/Seller/Landlord Initials Date

Regulated by the Texas Real Estate Commission InformaƟon available at www.trec.texas.gov IABS 1-0