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HomeMy WebLinkAboutTitle Insurance 'f COMMITMENT FOR TITLE INSURANCE T-7 ISSUED BY OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY SCHEDULE A Effective Date: December 22,2014,7:00 am GF No. 32853 Commitment No. ,issued December 31,2014,11:00 am 1. The policy or policies to be issued are: a. OWNER'S POLICY OF TITLE INSURANCE(Form T-1) (Not applicable for improved one-to-four family residential real estate) Policy Amount: $60,000.00 PROPOSED INSURED: ESPA Manor,LLC b. TEXAS RESIDENTIAL OWNER'S POLICY OF TITLE INSURANCE ONE-TO-FOUR FAMILY RESIDENCES(Form T-1R) Policy Amount: PROPOSED INSURED: c. LOAN POLICY OF TITLE INSURANCE(Form T-2) Policy Amount: $60,000.00 PROPOSED INSURED: CSTX Hotels,LLC Proposed Borrower: ESPA Manor,LLC d. TEXAS SHORT FORM RESIDENTIAL LOAN POLICY OF TITLE INSURANCE(Form T-2R) Policy Amount: PROPOSED INSURED: Proposed Borrower: e. LOAN TITLE POLICY BINDER ON INTERIM CONSTRUCTION LOAN(Form T-13) Binder Amount: PROPOSED INSURED: Proposed Borrower: f. OTHER Policy Amount: PROPOSED INSURED: 2. The interest in the land covered by this Commitment is: Fee Simple 3. Record title to the land on the Effective Date appears to be vested in: CSTX Hotels,LLC 4. Legal description of land: All that certain tract or parcel lying and situated in the Crawford Burness League in College Station,Brazos County, Texas,being a part of Lot 2A-1B in Block 1 of a Resubdivision of Lot 2A-1,Southwest Place,according to plat of record in Volume 527,page 583 of the Deed Records of Brazos County,Texas,and being more particularly described as follows: Commencing at a 1/2'iron rod found at the west corner of Lot 2A-4 in the southeast line of Southwest Parkway,of A Resubdivision of Lots 2A-2&2A-3,Southwest Place,according to plat of record in Volume 705,page 625 of the Official Public Records of Brazos County,Texas,which is also the north corner of Block 3 in Southwood Section 19, according to plat of record in Volume 310,page 689 of the Deed Records of Brazos County,Texas from where a 5/8" iron rod with a yellow plastic marked"KERR RPLS 4502"was found S 46°04'25" E-837.24 feet,at the east corner of the said Block 3 in Southwood Section 19. Form T-7: Commitment for Title Insurance Page 1 Continuation of Schedule A GF No. 32853 Thence S 46°04'25"E-180.00 feet,along the line between the said Lot 2A-4 and the said Block 3,to where a 1/2" iron rod was found in 1999 at the south corner of Lot 2A-4,which is also the west corner of said Lot 2A-1B; Thence S 46°04'25" E-45.00 feet,continuing along the northeast line of said Block 3,being the southwest line of said Lot 2A-1B,to a 1/2"iron rod with an orange plastic cap marked"H.P.MAYO RPLS 5045"set for the Point of Beginning and west corner of this tract; Thence N 42°55'35"E-175.00 feet,through said Lot 2A-1B,parallel and 45.00 feet southeast of the common line of said Lot 2A-1B,and said Lot 2A-4,to another 1/2"iron rod with an orange plastic cap marked"H.P.MAYO RPLS 5045" set for the north corner of this tract; Thence S 46°04'25" E-241.09 feet,through said Lot 2A-1B,to another 1/2" iron rod with an orange plastic cap marked"H.P.MAYO RPLS 5045"set for the east corner of this tract in the common line of said Lot 2A-1B and Lot 2B,Block 1 of a Resubdivision of Lot 2 according to plat of record in Volume 498,page 775 of the Deed Records of Brazos County,Texas; Thence S 44°45' 17"W-175.02 feet,along the line between the said Lot 2A-1B and the said Lot 2B,to another 1/2" iron rod with an orange plastic cap marked"H.P.MAY RPLS 5045" set for the south corner of Lot 2A-1B and this tract corner; Thence N 46°04'25"W-238.55 feet,along the common line of said Lot 2A-1B and said Block 3,to the Point of Beginning and containing 0.964 acres of land more or less. Form T-7: Commitment for Title Insurance Page 2 COMMITMENT FOR TITLE INSURANCE T-7 ISSUED BY OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY SCHEDULE B EXCEPTIONS FROM COVERAGE In addition to the Exclusions and Conditions and Stipulations, your Policy will not cover loss, costs, attorney's fees, and expenses resulting from: 1. covenants-of ieuiid i1CIIIILed We-mUSt either iiiselt specific 'molding data-or delete-this exception). 2. Any discrepancies,conflicts,or shortages in area or boundary lines,or any encroachments or protrusions,or any overlapping of improvements. Company has approved the current land title survey and upon request, and payment of any promulgated premium,this item will be amended in the policy(ies)to be issued to read:'shortages in area'. 3. Homestead or community property or survivorship rights, if any of any spouse of any insured. (Applies to the Owner's Policy only.) 4. Any titles or rights asserted by anyone, including,but not limited to,persons,the public, corporations,governments or other entities, a. to tidelands,or lands comprising the shores or beds of navigable or perennial rivers and streams,lakes,bays,gulfs or oceans,or b. to lands beyond the line of the harbor or bulkhead lines as established or changed by any government,or c. to filled-in lands,or artificial islands,or d. to statutory water rights,including riparian rights,or e. to the area extending from the line of mean low tide to the line of vegetation, or the rights of access to that area or easement along and across that area. (Applies to the Owner's Policy only.) 5. Standby fees,taxes and assessments by any taxing authority for the year 2014, and subsequent years; and subsequent taxes and assessments by any taxing authority for prior years due to change in land usage or ownership, but not those taxes or assessments for prior years because of an exemption granted to a previous owner of the property under Section 11.13, Texas Tax Code,or because of improvements not assessed for a previous tax year. (If Texas Short Form Residential Loan Policy of Title Insurance(T-2R)is issued,that policy will substitute "which become due and payable subsequent to Date of Policy"in lieu of"for the year and subsequent years.") 6. The terms and conditions of the documents creating your interest in the land. 7. Materials furnished or labor performed in connection with planned construction before signing and delivering the lien document described in Schedule A,if the land is part of the homestead of the owner. (Applies to the Loan Title Policy Binder on Interim Construction Loan only,and may be deleted if satisfactory evidence is furnished to us before a binder is issued.) 8. Liens and leases that affect the title to the land,but that are subordinate to the lien of the insured mortgage. (Applies to Loan Policy(T-2)only.) 9. The Exceptions from Coverage and Express Insurance in Schedule B of the Texas Short Form Residential Loan Policy of Title Insurance (T-2R). (Applies to Texas Short Form Residential Loan Policy of Title Insurance (T-2R) only.) Separate exceptions 1 through 8 of this Schedule B do not apply to the Texas Short Form Residential Loan Policy of Title Insurance (T-2R). Form T-7: Commitment for Title Insurance Page 3 Continuation of Schedule B GF No. 32853 10. The following matters and all terms of the documents creating or offering evidence of the matters(We must insert matters or delete this exception.): a. Easements or claims of easements which are not recorded in the public records of Brazos County,Texas. b. Twenty foot(20')public utility easement centered across side lot line adjacent to Lot 2A-3;Twenty foot(20') public utility easement along rear lot line as shown on the Plat recorded in Volume 527,page 583,Deed Records of Brazos County,Texas. c. Fifteen foot(15')building setback line adjacent to Southwood Section 19;Ten foot(10')public utility easement along lot line adjacent to Lot 2A-1B(Diamond Towers IV,LLC);Twenty foot(20')utility easement along lot line adjacent to Southwood Section 19;Seven and a half foot(7.5')building setback line along lot line adjacent to Lot 2B,Block 1 and Ten foot(10')waterline easement per survey exhibit supplied by landowner,dated September 12,2014 and as shown on survey dated December 3,2014,prepared under the supervision of Henry O.Mayo,RPLS No.5045. d. Easement granted to the City of College Station by Wayne Duddlesten,Inc.as set out in instrument dated October 4,1982,recorded in Volume 571,page 805 of the Deed Records of Brazos County,Texas and as shown on survey dated December 3,2014,prepared under the supervision of Henry O.Mayo,RPLS No. 5045. e. Rights of adjoining property owners or the public in general to the use and benefit of access easements and roadways across subject property. f. Mineral Reservation as set out in deed dated January 22,1982 from James E.Jett,Trustee to Jett Property Management Company,recorded in Volume 507,page 829,Deed Records of Brazos County,Texas.Title to this interest not investigated subsequent to date of said instrument. g. Estate created by oil,gas and mineral lease granted to Central Plains Oil&Gas Corp.by James E.Jett, Trustee by instrument dated December 18,1991,recorded in Volume 1406,Page 49 of the Official Public Records of Brazos County,Texas,and all terms,conditions and stipulations contained therein.Title to this lease has not been investigated subsequent to date thereof. h. Form of Memorandum of Lease between CSTX,Hotels,LLC and New Cingular Wireless PCS,LLC,a Delaware limited liability company,dated June 26,2013,recorded in Volume 11657,page 135 of the Official Public Records of Brazos County,Texas. Corrective Memorandum of Lease,filed of record May 29,2014,recorded in Volume 12039,page 87 of the Official Public Records of Brazos County,Texas. i. There is expressly excluded from coverage hereunder,and this Company does not insure title to oil,gas and other minerals of every kind and character in,on and under the property herein described. Form T-7: Commitment for Title Insurance Page 4 COMMITMENT FOR TITLE INSURANCE T-7 ISSUED BY OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY SCHEDULE C Your Policy will not cover loss, costs, attorneys' fees, and expenses resulting from the following requirements that will appear as Exceptions in Schedule B of the Policy,unless you dispose of these matters to our satisfaction,before the date the Policy is issued: 1. Documents creating your title or interest must be approved by us and must be signed,notarized and filed for record. 2. Satisfactory evidence must be provided that: a. no person occupying the land claims any interest in that land against the persons named in paragraph 3 of Schedule A, b. all standby fees,taxes,assessments and charges against the property have been paid, c. all improvements or repairs to the property are completed and accepted by the owner, and that all contractors, sub- contractors,laborers and suppliers have been fully paid,and that no mechanic's,laborer's or materialmen's liens have attached to the property, d. there is legal right of access to and from the land, e. (on a Loan Policy only)restrictions have not been and will not be violated that affect the validity and priority of the insured mortgage. 3. You must pay the seller or borrower the agreed amount for your property or interest. 4. Any defect,lien or other matter that may affect title to the land or interest insured,that arises or is filed after the effective date of this Commitment. 5. Vendor's Lien retained in deed dated November 3,2008 from Soham Enterprises,Incorporated dba Manor House Inn to CSTX Hotels,LLC recorded in Volume 8857,page 236,securing the payment of one note of even date therewith in the principal sum of$2,256,318.00,payable to Quail Creek Bank,N.A.,and additionally secured by Deed of Trust of even date therewith executed by CSTX Hotels,LLC to Michael D.Spann,Trustee,said deed of trust filed for record with the County Clerk of Brazos County,Texas on November 3,2008 and recorded in Volume 8857,Page 243 of the Official Public Records of Brazos County,Texas. 6. Assignment of Rents dated November 3,2008 by and between CSTX Hotels,LLC(Grantor)and Quail Creek Bank, N.A.(Lender),recorded in Volume 8857,page 251 of the Official Public Records of Brazos County,Texas. 7. Modification of Deed of Trust dated November 3,2014,by and between CSTX Hotels,LLc and Quail Creek Bank, N.A.,recorded in Volume 11716,page 287 of the Official Public Records of Brazos County,Texas. 8. Subordination,Non-Disturbance and Adornment Agreement by and between Quail Creek Bank,N.A.,and Diamond Towers IV,LLC,a Delaware limited liability company,dated October 21,2013,recorded in Volume 11745,page 128 of the Official Public Records of Brazos County,Texas. 9. We Require Certificate of Organization issued by the Secretary of State;Certificate of Good Standing;Copy of and Compliance with Articles of Organization and Regulations and company Resolution indicating authority to convey for CSTX,Hotels,LLC. 10. We reserve the right to search buyer name in the real property records and make additional requirements,if any,in the event that the contract for sale is assigned. Form T-7: Commitment for Title Insurance Page 5 Continuation of Schedule C GF No. 32853 11. Provide evidence that all Hotel/Motel taxes have been paid. 12. There is a lack of legal access to subject property. FOR INFORMATIONAL PURPOSES ONLY:The following conveyances involving the subject property were recorded within the last 24 months: NONE OF RECORD. Countersigned Aggieland Title Company By Form T-7: Commitment for Title Insurance Page 6 COMMITMENT FOR TITLE INSURANCE T-7 ISSUED BY OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY SCHEDULE A Effective Date: December 22,2014,7:00 am GF No. 32717 Commitment No. ,issued January 5,2014,3:30 pm 1. The policy or policies to be issued are: a. OWNER'S POLICY OF TITLE INSURANCE(Form T-l) (Not applicable for improved one-to-four family residential real estate) Policy Amount: $50,000.00 PROPOSED INSURED: Jerome M.Skibell b. TEXAS RESIDENTIAL OWNER'S POLICY OF TITLE INSURANCE ONE-TO-FOUR FAMILY RESIDENCES(Form T-1R) Policy Amount: PROPOSED INSURED: c. LOAN POLICY OF TITLE INSURANCE(Form T-2) Policy Amount: PROPOSED INSURED: Proposed Borrower: d. TEXAS SHORT FORM RESIDENTIAL LOAN POLICY OF TITLE INSURANCE(Form T-2R) Policy Amount: PROPOSED INSURED: Proposed Borrower: e. LOAN TITLE POLICY BINDER ON INTERIM CONSTRUCTION LOAN(Form T-13) Binder Amount: PROPOSED INSURED: Proposed Borrower: f. OTHER Policy Amount: PROPOSED INSURED: 2. The interest in the land covered by this Commitment is: Fee Simple 3. Record title to the land on the Effective Date appears to be vested in: CSTX Hotels,LLC 4. Legal description of land: All that certain tract or parcel of land lying and being situated in the Crawford Burnett League in College Station, Brazos County,Texas,being part of Lot 2A-1B in Block 1 in Block 1 of A Resubdivision of Lot 2A-1,Southwest Place, according to plat of record in Volume 527,page 583 of the Deed Records of Brazos County,Texas and being more particularly described as follows: Commencing at a 1/2"iron rod found at the west corner of Lot 2A-4 in the southeast line of Southwest Parkway,of A Resubdivision of Lots 2A-2&2A-3,Southwest Place,according to plat of record in Volume 705,page 625 of the Official Public Records of Brazos County,Texas,which is also the north corner of Block 3 in Southwood Section 19 according to plat of record in Volume 310,page 689 of the Deed Records of Brazos County,Texas,from where a 5/8" iron rod with a yellow plastic cap marked"KERR RPLS 4502" was found S 46°04'25" E-837.24 feet,at the east corner of the said Block 3 in Southwest Section 19. Thence S 46°04'25" E-180.00 feet,along the line between the said Lot 2A-4 and the said Block 3,to the Point of Form T-7: Commitment for Title Insurance Page 1 Continuation of Schedule A GF No. 32717 Beginning of this tract where a 1/2"iron rod was found in 1999 at the south corner of Lot 2A-4,which is also the west corner of said Lot 2A-1B and this tract; Thence N 43°55'35"E-175.00 feet,the common line of said Lot 2A-1B,to a 1/2"iron rod with an orange plastic cap marked"H.P,MAYO RPLS 5045"set for north corner of this tract; Thence S 46°04'25" E-45.00 feet,through said Lot 2A-1B,to another 1/2" iron rod with an orange plastic cap marked"H.P.MAYO RPLS 5045"set for the east corner of this tract; Thence S 43°55'35"W-175.00 feet,through said Lot 2A-1B,to another 1/2" iron rod with an orange plastic cap marked "H.P.MAYO RPLS 5045" for the south corner of this tract; Thence N 46°04'25"W-45.00 feet,along the common line of said Lot 2A-1B and said Block 3,to the Point of Beginning and containing 0.181 acres more or less. Page 2 Form T-7: Commitment for Title Insurance COMMITMENT FOR TITLE INSURANCE T-7 ISSUED BY OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY SCHEDULE B EXCEPTIONS FROM COVERAGE In addition to the Exclusions and Conditions and Stipulations, your Policy will not cover loss, costs, attorney's fees, and expenses resulting from: f� 1 1. L•ovenints-df round itGIIIILCd�2IuW w eeTTmst aim insect sp IIIc ieeoidiig data-or dulcte-this exl.eption). 2. Any discrepancies,conflicts,or shortages in area or boundary lines,or any encroachments or protrusions,or any overlapping of improvements. Company has approved the current land title survey and upon request, and payment of any promulgated premium,this item will be amended in the policy(ies)to be issued to read: 'shortages in area'. 3. Homestead or community property or survivorship rights, if any of any spouse of any insured. (Applies to the Owner's Policy only.) 4. Any titles or rights asserted by anyone, including,but not limited to,persons,the public, corporations,governments or other entities, a. to tidelands,or lands comprising the shores or beds of navigable or perennial rivers and streams,lakes,bays,gulfs or oceans,or b. to lands beyond the line of the harbor or bulkhead lines as established or changed by any government,or c. to filled-in lands,or artificial islands,or d. to statutory water rights,including riparian rights,or e. to the area extending from the line of mean low tide to the line of vegetation, or the rights of access to that area or easement along and across that area. (Applies to the Owner's Policy only.) 5. Standby fees,taxes and assessments by any taxing authority for the year 2014, and subsequent years; and subsequent taxes and assessments by any taxing authority for prior years due to change in land usage or ownership, but not those taxes or assessments for prior years because of an exemption granted to a previous owner of the property under Section 11.13,Texas Tax Code,or because of improvements not assessed for a previous tax year. (If Texas Short Form Residential Loan Policy of Title Insurance(T-2R)is issued,that policy will substitute "which become due and payable subsequent to Date of Policy" in lieu of"for the year and subsequent years.") 6. The terms and conditions of the documents creating your interest in the land. 7. Materials furnished or labor performed in connection with planned construction before signing and delivering the lien document described in Schedule A,if the land is part of the homestead of the owner. (Applies to the Loan Title Policy Binder on Interim Construction Loan only,and may be deleted if satisfactory evidence is furnished to us before a binder is issued.) 8. Liens and leases that affect the title to the land,but that are subordinate to the lien of the insured mortgage. (Applies to Loan Policy(T-2)only.) 9. The Exceptions from Coverage and Express Insurance in Schedule B of the Texas Short Form Residential Loan Policy of Title Insurance (T-2R). (Applies to Texas Short Form Residential Loan Policy of Title Insurance (T-2R) only.) Separate exceptions 1 through 8 of this Schedule B do not apply to the Texas Short Form Residential Loan Policy of Title Insurance (T-2R). Form T-7: Commitment for Title Insurance Page 3 Continuation of Schedule B GF No. 32717 10. The following matters and all terms of the documents creating or offering evidence of the matters(We must insert matters or delete this exception.): a. Seven and a half foot(7.5')building setback line along lot line adjacent to lot 2A-4;Ten foot(10')Waterline easement(Diamond Towers,IV,LLC),per survey exhibit supplied by landowner dated September 12,2014; Twenty foot(20')public utility easement centered on lot line adjacent to Lot 2A-4;Twenty foot(20')utility easement along lot line adjacent to Southwood Section 19 and a Ten foot(10')utility easement along lot line adjacent to Lot 2A-1B as shown on survey dated December 18,2014,prepared under the supervision of Henry P/Mayo,RPLS No.5045. b. Easements or claims of easements which are not recorded in the public records of Brazos County,Texas. c. Twenty foot(20')public utility easement along rear lot line and a Twenty foot(20')public utility easement centered across side lot line adjacent to Lots 2A-2 and 2A-3 as shown on the Plat recorded in Volume 527, page 583,Deed Records of Brazos County,Texas. d. Easement granted to the City of College Station by Parkway Investment Corporation as set out in instrument dated May 12,1972,recorded in Volume 304,page 67 of the Deed Records of Brazos County,Texas. e. Easement granted to Ensearch Corporation by James E.Jett,Trustee as set out in instrument dated March 2, 1977,recorded in Volume 371,page 326 of the Deed Records of Brazos County,Texas,as shown on the Plat recorded in Volume 527,page 583,Deed Records of Brazos County,Texas. f. Non-exclusive,perpetual easements for the purpose of ingress and egress,together with agreement for the use and maintenance thereof as set out in Correction Deed from Manor House Inns of America,Inc.to H.L.H. Enterprises,Inc.,dated May 20,1983,recorded in Volume 579,page 124 of the Deed Records of Brazos County,Texas,and all terms,conditions and stipulations contained therein. Said easements being partially released in instrument recorded in Volume 5096,page 1 of the Official Public Records of Brazos County, Texas. g. Easement granted to the City of College Station by Wayne Duddlesten,Inc.as set out in instrument dated October 4,1982,recorded in Volume 571,page 805 of the Deed Records of Brazos County,Texas. h. Rights of adjoining property owners or the public in general to the use and benefit of access easements and roadways across subject property. i. Mineral Reservation as set out in deed dated January 22,1982 from James E.Jett,Trustee to Jett Property Management Company,recorded in Volume 507,page 829,Deed Records of Brazos County,Texas.Title to this interest not investigated subsequent to date of said instrument. j. Estate created by oil,gas and mineral lease granted to Central Plains Oil&Gas Corp.by James E.Jett, Trustee by instrument dated December 18,1991,recorded in Volume 1406,Page 49 of the Official Public Records of Brazos County,Texas,and all terms,conditions and stipulations contained therein.Title to this lease has not been investigated subsequent to date thereof. k. Form of Memorandum of Lease between CSTX,Hotels,LLC and New Cingular Wireless PCS,LLC,a Delaware limited liability company,dated June 26,2013,recorded in Volume 11657,page 135 of the Official Public Records of Brazos County,Texas. Corrective Memorandum of Lease,filed of record May 29,2014,recorded in Volume 12039,page 87 of the Official Public Records of Brazos County,Texas. I. There is expressly excluded from coverage hereunder,and this Company does not insure title to oil,gas and other minerals of every kind and character in,on and under the property herein described. Form T-7: Commitment for Title Insurance Page 4 COMMITMENT FOR TITLE INSURANCE T-7 ISSUED BY OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY SCHEDULE C Your Policy will not cover loss, costs, attorneys' fees, and expenses resulting from the following requirements that will appear as Exceptions in Schedule B of the Policy,unless you dispose of these matters to our satisfaction,before the date the Policy is issued: 1. Documents creating your title or interest must be approved by us and must be signed,notarized and filed for record. 2. Satisfactory evidence must be provided that: a. no person occupying the land claims any interest in that land against the persons named in paragraph 3 of Schedule A, b. all standby fees,taxes,assessments and charges against the property have been paid, c. all improvements or repairs to the property are completed and accepted by the owner, and that all contractors, sub- contractors, laborers and suppliers have been fully paid,and that no mechanic's,laborer's or materialmen's liens have attached to the property, d. there is legal right of access to and from the land, e. (on a Loan Policy only)restrictions have not been and will not be violated that affect the validity and priority of the insured mortgage. 3. You must pay the seller or borrower the agreed amount for your property or interest. 4. Any defect,lien or other matter that may affect title to the land or interest insured,that arises or is filed after the effective date of this Commitment. 5. Vendor's Lien retained in deed dated November 3,2008 from Soham Enterprises,Incorporated dba Manor House Inn to CSTX Hotels,LLC recorded in Volume 8857,page 236,securing the payment of one note of even date therewith in the principal sum of$2,256,318.00,payable to Quail Creek Bank,N.A.,and additionally secured by Deed of Trust of even date therewith executed by CSTX Hotels,LLC to Michael D.Spann,Trustee,said deed of trust filed for record with the County Clerk of Brazos County,Texas on November 3,2008 and recorded in Volume 8857,Page 243 of the Official Public Records of Brazos County,Texas. 6. Assignment of Rents dated November 3,2008 by and between CSTX Hotels,LLC(Grantor)and Quail Creek Bank, N.A.(Lender),recorded in Volume 8857,page 251 of the Official Public Records of Brazos County,Texas. 7. Modification of Deed of Trust dated November 3,2014,by and between CSTX Hotels,LLC and Quail Creek Bank, N.A.,recorded in Volume 11716,page 287 of the Official Public Records of Brazos County,Texas. 8. Subordination,Non-Disturbance and Adornment Agreement by and between Quail Creek Bank,N.A.,and Diamond Towers IV,LLC,a Delaware limited liability company,dated October 21,2013,recorded in Volume 11745,page 128 of the Official Public Records of Brazos County,Texas. 9. We Require Certificate of Organization issued by the Secretary of State;Certificate of Good Standing;Copy of and Compliance with Articles of Organization and Regulations and company Resolution indicating authority to convey for CSTX,Hotels,LLC. 10. We reserve the right to search buyer name in the real property records and make additional requirements,if any,in the event that the contract for sale is assigned. Form T-7: Commitment for Title Insurance Page 6 Continuation of Schedule C GF No. 32717 11. Provide evidence that all HoteUMotel taxes have been paid. 12. There is a lack of legal access to subject property. FOR INFORMATIONAL PURPOSES ONLY:The following conveyances involving the subject property were recorded within the last 24 months:NONE OF RECORD. Countersigned Aggieland Title Company By Form T-7: Commitment for Title Insurance Page 7 COMMITMENT FOR TITLE INSURANCE T-7 ISSUED BY COMMONWEALTH LAND TITLE INSURANCE COMPANY SCHEDULE A Effective Date: December 29,2014,7:00 am GF No. 32628 Commitment No. ,issued January 7,2014,4:30 pm 1. The policy or policies to be issued are: a. OWNER'S POLICY OF TITLE INSURANCE(Form T-1) (Not applicable for improved one-to-four family residential real estate) Policy Amount: PROPOSED INSURED: b. TEXAS RESIDENTIAL OWNER'S POLICY OF TITLE INSURANCE ONE-TO-FOUR FAMILY RESIDENCES(Form T-1R) Policy Amount: $5,600,000.00 PROPOSED INSURED: ESPA Manor LLC c. LOAN POLICY OF TITLE INSURANCE(Form T-2) Policy Amount: $4,610,000.00 PROPOSED INSURED: Royal Business Bank Proposed Borrower: ESPA Manor LLC d. TEXAS SHORT FORM RESIDENTIAL LOAN POLICY OF TITLE INSURANCE(Form T-2R) Policy Amount: PROPOSED INSURED: Proposed Borrower: e. LOAN TITLE POLICY BINDER ON INTERIM CONSTRUCTION LOAN(Form T-13) Binder Amount: PROPOSED INSURED: Proposed Borrower: f. OTHER Policy Amount: PROPOSED INSURED: 2. The interest in the land covered by this Commitment is: Fee Simple 3. Record title to the land on the Effective Date appears to be vested in: CSTX Hotels,LLC 4. Legal description of land: All that certain tract or parcel of land lying and being situated in the Crawford Burnett League in College Station, Brazos County,Texas,being a part of Lot 2A-1B in Block 1 of A Resubdivision of Lot 2A-1,Southwest Place, according to plat of record in Volume 527,page 583 of the Deed Records of Brazos County,Texas,and being more particularly described as follows: Commencing at a 1/2"iron rod found at the west corner of Lot 2A-4 in the southeast line of Southwest Parkway,of A Resubdivision of Lots 2A-2&2A-3,Southwest Place,according to plat of record in Volume 705,page 625 of the Official Public Records of Brazos COunty,Texas,which is also the north corner of Block 3 in Southwood Section 19, according to plat of record in Volume 310,page 689 of the Deed Records of Brazos County,Texas,from where a 5/8" iron rod with a yellow plastic cap marked"KERR RPLS 4502"was found S 46°04'25" E-837.24 feet,at the east corner of the said Block 3 in Southwood Section 19. Thence S 46°04'25"E-180.00 feet,along the line between the said Lot 2A-4 and the said Block 3 to where a 1/2" Form T-7: Commitment for Title Insurance Page 1 Continuation of Schedule A GF No. 32628 iron rod was found in 1999 at the south corner of Lot 2A-4,which is also the west corner of said Lot 2A-1B; Thence N 43°55'35" E-175.00 feet,along the line between the said Lot 2A-4 and the said Lot 2A-1B,to a 1/2'iron rod with an orange plastic cap marked"H.P.MAYO RPLS 5045" set for the Point of Beginning of this tract; Thence N 43°55'35" E-293.90 feet,continuing along the line between the said 2A-1B and Lot 2A-4,Lot 2A-3,Lot 2A-2,in said resubdivision of Lots 2A-2&2A-3,and Lot 1,Block One in Southwest Place according to plat of record in Volume 360,page 97 of the Deed Records of Brazos County,Texas,to a 1/2"iron rod with an orange plastic cap marked"H.P.MAYO RPLS 5045" set for common corner of the said Lot 2A-1B and Lot 2A-1A,Block l in said resubdivision of Lot 2A-1; THENCE S 46°04'25"E-33.00 feet,along a line between said Lot 2A-1A and the said Lot 2A-1B,to a hole drilled in concrete for corner; Thence S 43°55'35"W-65.00 feet,along another line between said Lot 2A-1A and Lot 2A-1B,to a 1/2" iron rod with an orange plastic cap marked"H.P.MAYO RPLS 5045" set for corner; Thence S 46°04'25" E-109.00 feet,along another line between said Lot 2A-1A and Lot 2A-1B,to a hole drilled in the top of a concrete curb for corner; Thence N 43°55'35" E-216.36 feet,along another line between said Lot 2A-1A and Lot 2A-1B,to a Magnail set in concrete in the southwest line of Texas Avenue described in deed to the State of Texas recorded in Volume 5096,page 12 of the Official Public Records of Brazos County,Texas; Thence S 46°03'20" E-150.52 feet,along the said southwest line of Texas Avenue to another Magnail set in concrete in the common line of said Lot 2A-1B and Lot 2B,Block 1 of A Resubdivision of Lot 2 according to plat of record in Volume 498,page 775 of the Deed Records of Brazos County,Texas,from where an iron rod with an aluminum cap marked"TXDOT R.O.W."was found S 46°03'20" E-166.64 feet; Thence S 44°45' 17"W-445.26 feet,along the line between the said Lot 2A-1B and the said Lot 2B,to a 1/2" iron rod with an orange plastic cap marked"H.P.MAYO RPLS 5045" set for corner; Thence N 46°04'25"W-286.09 feet,through the said 2A-1B,to the Point of Beginning and containing 2.301 acres of land more or less. Note: The Company is prohibited from insuring the area or quantity of the land described herein. Any statement in the above legal description of the area of land is not a representation that such area or quantity is correct,but is made only for informational and/or identification purposes and does not override Item No.2 of Schedule B. Form T-7: Commitment for Title Insurance Page 2 COMMITMENT FOR TITLE INSURANCE T-7 ISSUED BY COMMONWEALTH LAND TITLE INSURANCE COMPANY SCHEDULE B EXCEPTIONS FROM COVERAGE In addition to the Exclusions and Conditions and Stipulations, your Policy will not cover loss, costs, attorney's fees, and expenses resulting from: 1 t 1. covenants-of imord 1lem1Led-befuw eennImst eit11C !molding data m delete-this exixption). 2. Any discrepancies,conflicts, or shortages in area or boundary lines,or any encroachments or protrusions,or any overlapping of improvements. Company has approved the current land title survey and upon request, and payment of any promulgated premium,this item will be amended in the policy(ies)to be issued to read: 'shortages in area'. 3. Homestead or community property or survivorship rights, if any of any spouse of any insured. (Applies to the Owner's Policy only.) 4. Any titles or rights asserted by anyone, including,but not limited to,persons,the public,corporations,governments or other entities, a. to tidelands,or lands comprising the shores or beds of navigable or perennial rivers and streams,lakes,bays,gulfs or oceans,or b. to lands beyond the line of the harbor or bulkhead lines as established or changed by any government,or c. to filled-in lands,or artificial islands,or d. to statutory water rights,including riparian rights,or e. to the area extending from the line of mean low tide to the line of vegetation, or the rights of access to that area or easement along and across that area. (Applies to the Owner's Policy only.) 5. Standby fees,taxes and assessments by any taxing authority for the year 2014, and subsequent years; and subsequent taxes and assessments by any taxing authority for prior years due to change in land usage or ownership, but not those taxes or assessments for prior years because of an exemption granted to a previous owner of the property under Section 11.13, Texas Tax Code,or because of improvements not assessed for a previous tax year. (If Texas Short Form Residential Loan Policy of Title Insurance(T-2R)is issued,that policy will substitute "which become due and payable subsequent to Date of Policy" in lieu of"for the year and subsequent years.") 6. The terms and conditions of the documents creating your interest in the land. 7. Materials furnished or labor performed in connection with planned construction before signing and delivering the lien document described in Schedule A,if the land is part of the homestead of the owner. (Applies to the Loan Title Policy Binder on Interim Construction Loan only,and may be deleted if satisfactory evidence is furnished to us before a binder is issued.) 8. Liens and leases that affect the title to the land,but that are subordinate to the lien of the insured mortgage. (Applies to Loan Policy(T-2)only.) 9. The Exceptions from Coverage and Express Insurance in Schedule B of the Texas Short Form Residential Loan Policy of Title Insurance (T-2R). (Applies to Texas Short Form Residential Loan Policy of Title Insurance (T-2R) only.) Separate exceptions 1 through 8 of this Schedule B do not apply to the Texas Short Form Residential Loan Policy of Title Insurance (T-2R). Form T-7: Commitment for Title Insurance Page 3 Continuation of Schedule B GF No. 32628 10. The following matters and all terms of the documents creating or offering evidence of the matters(We must insert matters or delete this exception.): a. Easements or claims of easements which are not recorded in the public records of Brazos County,Texas. b. Twenty-five foot(25')old access easement along front lot line;Ten foot(10')public utility easement along front lot line;Twenty foot(20')public utility easement centered across side lot line adjacent to Lots 2A-2 and 2A-3;Twenty foot(20')public utility easement along rear lot line and a portion of Thirty foot(30')joint access easement along front property corner adjacent to Lots 2-B all and as shown on the Plat recorded in Volume 527,page 583,Deed Records of Brazos County,Texas. c. Twenty-five foot(25')access easement along front lot line;Twenty-five foot(25')front building setback line; Ten foot(10')public utility easement along front lot line;Ten foot(10')public utility easement along rear lot line;Twenty foot(20')public utility easement centered across side lot line adjacent to Lots 2A-2 and 2A-3; Seven and a half foot(7.5')building setback line along interior lot lines and Ten foot(10')waterline easement per survey exhibit supplied by landowner,dated September 12,2014 and as shown on survey dated December 3,2014,prepared under the supervision of Henry O.Mayo,RPLS No.5045. d. Easement(0.0284 acres)and Access Property Tract (0.0762 acres)as noted in Correction General Warranty Deed from Manor House of America,Inc.,a Texas Corporation to H.L.H.Enterprises,Inc.,a Texas Corporation(having since changed its name to Kettle Restaurants)as shown on survey dated December 3, 2014,prepared under the supervision of Henry O.Mayo,RPLS No.5045. e. Access Easement in Corrective Memorandum of Lease(Diamond Towers IV,LLC),filed of record May 29, 2014,recorded in Volume 12039,page 87 of the Official Public Records of Brazos County,Texas and as shown on survey dated December 3,2014,prepared under the supervision of Henry O.Mayo,RPLS No. 5045. f. Easement granted to the City of College Station by Parkway Investment Corporation as set out in instrument dated May 12,1972,recorded in Volume 304,page 67 of the Deed Records of Brazos County,Texas and as shown on survey dated December 3,2014,prepared under the supervision of Henry O.Mayo,RPLS No. 5045. g. Easement granted to Ensearch Corporation by James E.Jett,Trustee as set out in instrument dated March 2, 1977,recorded in Volume 371,page 326 of the Deed Records of Brazos County,Texas,as shown on the Plat recorded in Volume 527,page 583,Deed Records of Brazos County,Texas and as shown on survey dated December 3,2014,prepared under the supervision of Henry O.Mayo,RPLS No.5045. h. Non-exclusive,perpetual easements for the purpose of ingress and egress,together with agreement for the use and maintenance thereof as set out in Correction Deed from Manor House Inns of America,Inc.to H.L.H. Enterprises,Inc.,dated May 20,1983,recorded in Volume 579,page 124 of the Deed Records of Brazos County,Texas,and all terms,conditions and stipulations contained therein. Said easements being partially released in instrument recorded in Volume 5096,page 1 of the Official Public Records of Brazos County, Texas. i. Easement granted to the City of College Station by Wayne Duddlesten,Inc.as set out in instrument dated October 4,1982,recorded in Volume 571,page 805 of the Deed Records of Brazos County,Texas and as shown on survey dated December 3,2014,prepared under the supervision of Henry O.Mayo,RPLS No. 5045. j. Rights of adjoining property owners or the public in general to the use and benefit of access easements and roadways across subject property. k. Mineral Reservation as set out in deed dated January 22,1982 from James E.Jett,Trustee to Jett Property Management Company,recorded in Volume 507,page 829,Deed Records of Brazos County,Texas.Title to this interest not investigated subsequent to date of said instrument. Form T-7: Commitment for Title Insurance Page 4 Continuation of Schedule B GF No. 32628 1. Estate created by oil,gas and mineral lease granted to Central Plains Oil&Gas Corp.by James E.Jett, Trustee by instrument dated December 18,1991,recorded in Volume 1406,Page 49 of the Official Public Records of Brazos County,Texas,and all terms,conditions and stipulations contained therein.Title to this lease has not been investigated subsequent to date thereof. m. Form of Memorandum of Lease between CSTX,Hotels,LLC and New Cingular Wireless PCS,LLC,a Delaware limited liability company,dated June 26,2013,recorded in Volume 11657,page 135 of the Official Public Records of Brazos County,Texas. Corrective Memorandum of Lease,filed of record May 29,2014,recorded in Volume 12039,page 87 of the Official Public Records of Brazos County,Texas. n. All leases,grants,exceptions or reservations of coal,lignite,oil,gas and other minerals,together with all rights,privileges and immunities relating thereto,appearing in the Public Records whether listed in Schedule B or not. There may be leases,grants,exceptions or reservations of mineral interest that are not listed. Form T-7: Commitment for Title Insurance Page 5 • • COMMITMENT FOR TITLE INSURANCE T-7 ISSUED BY COMMONWEALTH LAND TITLE INSURANCE COMPANY SCHEDULE C Your Policy will not cover loss, costs, attorneys' fees, and expenses resulting from the following requirements that will appear as Exceptions in Schedule B of the Policy,unless you dispose of these matters to our satisfaction,before the date the Policy is issued: 1. Documents creating your title or interest must be approved by us and must be signed,notarized and filed for record. 2. Satisfactory evidence must be provided that: a. no person occupying the land claims any interest in that land against the persons named in paragraph 3 of Schedule A, b. all standby fees,taxes,assessments and charges against the property have been paid, c. all improvements or repairs to the property are completed and accepted by the owner, and that all contractors, sub- contractors, laborers and suppliers have been fully paid,and that no mechanic's,laborer's or materialmen's liens have attached to the property, d. there is legal right of access to and from the land, e. (on a Loan Policy only)restrictions have not been and will not be violated that affect the validity and priority of the insured mortgage. 3. You must pay the seller or borrower the agreed amount for your property or interest. 4. Any defect,lien or other matter that may affect title to the land or interest insured,that arises or is filed after the effective date of this Commitment. 5. Vendor's Lien retained in deed dated November 3,2008 from Soham Enterprises,Incorporated dba Manor House Inn to CSTX Hotels,LLC recorded in Volume 8857,page 236,securing the payment of one note of even date therewith in the principal sum of$2,256,318.00,payable to Quail Creek Bank,N.A.,and additionally secured by Deed of Trust of even date therewith executed by CSTX Hotels,LLC to Michael D.Spann,Trustee,said deed of trust filed for record with the County Clerk of Brazos County,Texas on November 3,2008 and recorded in Volume 8857,Page 243 of the Official Public Records of Brazos County,Texas. 6. Assignment of Rents dated November 3,2008 by and between CSTX Hotels,LLC(Grantor)and Quail Creek Bank, N.A.(Lender),recorded in Volume 8857,page 251 of the Official Public Records of Brazos County,Texas. 7. Modification of Deed of Trust dated November 3,2014,by and between CSTX Hotels,LLc and Quail Creek Bank, N.A.,recorded in Volume 11716,page 287 of the Official Public Records of Brazos County,Texas. 8. Subordination,Non-Disturbance and Adornment Agreement by and between Quail Creek Bank,N.A.,and Diamond Towers IV,LLC,a Delaware limited liability company,dated October 21,2013,recorded in Volume 11745,page 128 of the Official Public Records of Brazos County,Texas. 9. We Require Certificate of Organization issued by the Secretary of State;Certificate of Good Standing;Copy of and Compliance with Articles of Organization and Regulations and company Resolution indicating authority to convey for CSTX,Hotels,LLC. 10. We reserve the right to search buyer name in the real property records and make additional requirements,if any,in the event that the contract for sale is assigned. Form T-7: Commitment for Title Insurance Page 6 Continuation of Schedule C GF No. 32628 11. Provide evidence that all Hotel/Motel taxes have been paid. FOR INFORMATIONAL PURPOSES ONLY:The following conveyances involving the subject property were recorded within the last 24 months:NONE OF RECORD. Countersigned Aggieland Title Company By Page 7 Form T-7: Commitment for Title Insurance