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HomeMy WebLinkAboutTitle ReportLawyers Title Company of Brazos County 1450 Copperfield Parkway College Station, TX 77845 Phone: 979-776-3600 Fax: 979-776-2383 TITLE REPORT Date: May 9, 2011 File No.: GF No. M2208 Record Title at the Effective Date Hereof is Vested in: GEO 3, Inc., a Texas corporation The Land Referred to In this Report is Described as Follows: All that certain lot, tract or parcel of land being 53.308 acres, situated in the ANDREW McMAHON SURVEY, ABSTRACT No. 167, Brazos County, Texas, and being a part of that certain called 85.4 acre tract as described in deed from W.L. McCulloch and wife, Mrs. Hattie McCulloch to T.W. Chenault of record in Volume 145, Page 576, Deed Records of Brazos County, Texas, said 53.308 acre tract being more particularly described by metes and bounds as follows: BEGINNING at a 3/4" iron rod found for the most northerly corner, said corner being the most northerly corner of said called 85.4 acre tract, said corner also being the most easterly corner of the D.R. Cain called 26.19 acre tract described in Volume 259, Page 476 and Volume 375, Page 72, said corner also being located n the southwest line of the W.E. Benton called 15.41 acre tract described in Volume 362, Page 473; THENCE S 470 53' 56" E, along the northeast line of said called 85.4 acre tract and the southwest line of said called 15.41 acre tract a distance of 1193.02 feet to a 1/2" iron rod found for angle point, said corner being the most southerly corner of said called 15.41 acre tract, said corner also being the southwest corner of Lot 11, Shiloh Subdivision as described in Volume 289, Page 219; THENCE S 480 00' 35" E, continuing along the northeast line of said called 85.4 acre tract and the southwest line of said Lot 11 a distance of 385.25 feet to a 1/2" iron rod with cap set for the most easterly corner, said corner being the most northerly corner of the DeWayne Northcutt called 5.00 acre tract described in Volume 6518, Page 249; THENCE S 170 54' 24" W, along the northwest line of said called 5.00 acre tract at a distance of 963.92 feet passing a 1/2" iron rod found for the southwest corner of said called 5.00 acre tract and continuing for a total distance of 995.73 feet to a point in the centerline of South Dowling Road for the southeast corner; THENCE generally along the centerline of said South Dowling Road the following calls: N 820 15' 05" W, a distance of 137.89 feet to a point for angle point; N 87' 32' 14" W, a distance of 129.09 feet to a point for angle point; S 850 44' 48" W, a distance of 155.74 feet to a point for angle point; S 830 56' 26" W, a distance of 97.61 feet to a point for angle point; S 82° 48' 33" W, a. distance of 212.40 feet to a point for angle point; S 750 43' 50" W, a distance of 103.75 feet to a point for angle point; S 710 41' 10" W, a distance of 107.64 feet to a point for angle point; S 700 02' 06" W, a distance of 205.54 feet to a point for angle point; S 68' 25' 05" W, a distance of 212.41 feet to a point at the intersection of the centerline of said South Dowling Road and the northeast right-of-way line of the old I & GN Railroad right-of-way (now known as I & GN Road) for the southwest corner; THENCE with the northeast right-of-way line of said I & GN Road around a curve in a clockwise direction having a delta angle of 050 17' 23", an arc distance of 259.86 feet, a radius of 2814.67 feet, and a chord of N 24' 42' 58" W, a distance of 259.77 feet to a 1/2" iron rod with cap set for the point of tangency of said curve; THENCE N 220 04' 16" W, continuing along the northeast right-of-way line of said I & GN Road a distance of 332.90 feet to a 5/8" iron rod with cap found for a most westerly corner, said corner being the most southerly corner of the David Gold called 10.0543 acre tract described in Volume 3253, Page 54; THENCE N 420 18' 40" E, along the southeast line of said called 10.0543 acre tract a distance of 900.65 feet to a 5/8" iron rod with cap for an interior corner, said corner being the most easterly corner of said called 10.0543 acre tract; THENCE N 220 04' 16" W, along the northeast line of said called 10.0543 acre tract a distance of 697.29 feet to a 1/2" iron rod with cap set in the northwest line of said called 85.4 acre tract for a west corner, said corner being the most northerly corner of said called 10.0543 acre tract, said corner also being located in the southeast line of said called 26.19 acre tract; . THENCE N 420 18' 23" E, along the northwest line of said called 85.4 acre tract and the southeast line of said called 26.19 acre tract a distance of 514.36 feet to the PLACE OF BEGINNING and containing an area of 2,322,109 square feet, or 53.308 acres of land, more or less, with 0.906 of one acre being located within the prescriptive right-of-way of South Dowling Road. 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 or quantity of land is not a representation that such are or quantity is correct, but is made only for informational and/or identification purposes and does not override Item 2 of Schedule B hereof. The above name(s) and legal description was searched for deeds, deeds of trust, mechanics liens, judgments, federal tax liens, state tax liens, and all other filings in the official records which would affect title, from December 16, 2008 @ 9:54 a.m. to April 25, 2011 @ 7:00 a.m. and we find no other actions or conveyance affecting the title to said land from December 16, 2008 @ 9:54 a.m. except the following: Exceptions: • Right of Way Easement executed by GEO 3, Inc., a Texas corporation to City of Bryan, Texas dba "Bryan Texas Utilities" ('BTU"), dated December 10, 2009, recorded in Volume 9242, Page 206, Official Records of Brazos County, Texas. • Right of Way Easement executed by GEO 3, Inc., a Texas corporation to City of Bryan, Texas dba 'Bryan Texas Utilities" ('BTU"), dated October 30, 2009, recorded in Volume 9242, Page 274 Official Records of Brazos County, Texas. • Affidavit of Certification of On -Site Sewage Facility (OSSF) Maintenance executed by Jim Brooks of GEO 3, Inc., dated March 12, 2010, recorded in Volume 9573, Page 16, Official Records of Brazos County, Texas. Curative Matters: • Deed of Trust, Security Agreement and Financing Statement executed by GEO 3, Inc., a Texas corporation to James W. Goolsby, Jr., Trustee for the benefit of Sterling Bank, dated July 31, 2009, recorded in Volume 9248, Page 94, Official Records of Brazos County, Texas (in the amount of $1,200,000.00). • Assignment of Leases and Rents executed by GEO 3, Inc., a Texas corporation to Sterling Bank, dated July 31, 2009, recorded in Volume 9248, Page 111, Official Records of Brazos County, Texas. Modification Agreement by and between GEO 3, Inc., a Texas corporation and Sterling Bank, dated July 31, 2010, recorded in Volume 9819, Page 120, Official Records of Brazos County, Texas; said document modifies the above -mentioned Deed of Trust and Assignment of Leases and Rents. THIS REPORT IS ISSUED WITH THE EXPRESS UNDERSTANDING, EVIDENCED BY THE ACCEPTANCE OF SAME, THAT THE UNDERSIGNED, LAWYERS TITLE COMPANY OF BRAZOS COUNTY DOES NOT UNDERTAKE HEREIN TO GIVE OR EXPRESS ANY OPINION AS TO THE VALIDITY OF THE TITLE TO THE PROPERTY ABOVE DESCRIBED, NOR AS TO THE VALIDITY OF ANY OF THE INSTRUMENTS REPORTED HEREIN, INCLUDING THE PURPORTED DEED(S) ESTABLISHING THE RECORD OWNER(S) CITED ABOVE, BUT IS SIMPLY REPORTING BRIEFLY HEREIN, AS TO THE INSTRUMENTS FOUNDS OF RECORD PERTAINING TO THE SUBJECT PROPERTY, AND IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT THIS REPORT IS NEITHER A GUARANTY OR WARRANTY OF THE TITLE. Y ACCEPTANCE OF THIS TITLE REPORT, IT IS UNDERSTOOD THAT THE LIABILITY OF THE ISSUER HEREOF IS EXPRESSLY LIMITED TO $162.38. THIS SEARCH HAS BEEN LIMITED TO THE ABOVE MATTERS AND THE ABOVE TIME PERIOD AND LAWYERS TITLE COMPANY OF BRAZOS COUNTY HAS NOT SEARCHED FOR, NOR HAS REFLECTED HEREIN, ANY EXAMINATION AS TO TAX SUITS, SPECIAL ASSESSMENTS, CONFLICTS OR OTHER INSTRUMENTS WHICH MAY AFFECT TITLE TO THE SUBJECT PROPERTY. IF TITLE INSURANCE COVERAGE, WHICH IS NOT PROVIDED BY THIS REPORT, IS NEEDED, SAID COVERAGE IS AVAILABLE THROUGH THE APPLICABLE PROMULGATED POLICY(IES), AT THE SPECIFIED PROMULGATED PREMIUM. OFFICIAL PUBLIC RECORDS OF BRAZOS COUNTY, TEXAS, HAVE BEEN CHECKED THROUGH April 25, 2011 @ 7:00 a.m. Lawyers Title Company of Brazos County Ticor Title Insurance Company Policy NO.: TX2667-48-S31168-2008.7422143-76912923 OWNER'S POLICY OF TITLE INSURANCE (T-1) Issued by Ticor Title Insurance Company Any notice of claim and any other notice or statement in writing required to be given the Company under this Policy must be given to the Company at the address shown in Section 18 of the Conditions. COVERED RISKS SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE B AND THE CONDITIONS, TICOR TITLE INSURANCE COMPANY, a California corporation (the "Company") insures, as of Date of Policy and, to the extent stated in Covered Risks 9 and 10, after Date of Policy, against loss or damage, not exceeding the Amount of Insurance, sustained or incurred by the Insured by reason of.. t, Title being vested other than as stated in Schedule A. 2. Any defect in or lien or encumbrance on the Title, This Covered Risk includes but is not limited to insurance against loss from: (a) A defect in the Title caused by: (i) forgery, fraud, undue influence, duress, incompetency, incapacity or impersonation; (ii) failure of any person or Entity to have authorized a transfer or conveyance; (iii) a document affecting Title not properly created, executed, witnessed, sealed, acknowledged, notarized or delivered; (iv) failure to perform those acts necessary to create a document by electronic means authorized by law; (v) a document executed under a falsified, expired or otherwise invalid power of attorney; (vi) a document not properly filed, recorded or indexed in the Public Records including failure to perform those acts by electronic means authorized by law; or / (vii) a defective judicial or administrative proceeding. (b) The lien of real estate taxes or assessments imposed on the Title by a governmental authority due or payable, but unpaid. (c) Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey ofthe 'Land. The term "encroachment" Includes encroachments of existing improvements located on the Land onto adjoining land, and encroachments onto the Land of existing improvements located on adjoining land. (d) Any statutory or constitutional mechanic's, contractor's, or materialman's lien for labor or materials having its inception on or before Date of Policy. 3. Lack of good and indefeasible Title. 4. No right of access to and from the Land. 5. The violation or enforcement of any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting or relating to: (a) the occupancy, use or enjoyment of the Land; (b) the character, dimensions or location of any improvement erected on the Land; (c) subdivision of land; or (d) environmental protection if a notice, describing any part of the Land, is recorded in the Public Records setting fortis the violation or intention to enforce, but only to the extent of the violation or enforcement referred to in that notice. 6. An enforcement action based on the exercise of a governmental police power not covered by Covered Risk 5 if a notice of the enforcement action, describing any part of the Land, is recorded in the Public Records, but only to the extent of the enforcement referred to in that notice. 7. The exercise of the rights of eminent domain if a notice of the exercise, describing any part of the Land, is recorded in the Public Records. 8. Any taking by a governmental body that has occurred and is binding on the rights of a purchaser for value without Knowledge. 9. Title being vested other than as stated in Schedule A or being defective: (a) as a result of the avoidance in whole or in part, or from a court order providing an alternative remedy, of a transfer of all or any part of the title to or any interest in the Land occurring prior to the transaction vesting Title as shown in Schedule A because that prior transfer constituted a fraudulent or preferential transfer under federal bankruptcy, state insolvency or 7422143 (4/08) Owner's Policy of Title Insurance (T-1) (05/01/08) similar creditors' rights laws; or (b) because the instrument of transfer vesting Title as shown in Schedule A constitutes a preferential transfer under federal bankruptcy, state insolvency or similar creditors' rights laws by reason of the failure of its recording in the Public Records: (i) to be timely, or (ii) to impart notice of its existence to a purchaser for value or a judgment or lien creditor. 10. Any defect in or lien or encumbrance on the Title or other matter included in Covered Risks I through 9 that has been created or attached or has been filed or recorded in the Public Records subsequent to Date of Policy and prior to the recording of the deed or other instrument of transfer In the Public Records that vests Title as shown in Schedule A. The Company will also pay the costs, attorneys' fees and expenses incurred in defense of any matter insured against by this Policy, but only to the extent provided in the Conditions. TX2667 S31168' Lawyers Title Company of Brazos County 1673 Briarerest, Suite 104B Bryan, TX 77802 59: Tel:(979) 779-1221 : 979) 776- 83 R:ri,E& NuFfiorized Signatory 7422143 (4108) Owner's Policy of Title insurance (T-1) (05101108) OWNER'S POLICY OF TITLE INSURANCE Issued by T icor Title Insurance Company SCHEDULE A Name and Address of Title Insurance Company: TICOR TITLE INSURANCE COMPANY 2091 Bryan Street, Suite 1700, Dallas, Texas 75201 File No.: S31168 Address for Reference only: S. Dowling Rd., College Station, TX 77845 Amount of Insurance: $1,086,500.00 Date of Policy: December 16, 2008, at 9:54 am I. Name of Insured: GEO 3, Inc., a Texas corporation 2. The estate or interest in the Land that is insured by this policy is: Fee Simple 3. Title is insured as vested in: GEO 3, Inc., a Texas corporation 4. The Land referred to in this policy is described as follows: Policy No.: 7422143-76912923 Issued with Policy No. 7422243-76912939 Premium: $6,029.00 All that certain lot, tract or parcel of land being 53.308 acres, situated in the ANDREW McMAHON SURVEY, ABSTRACT No.167, Brazos County, Texas, and being a part of that certain called 85.4 acre tract as described in deed from W.L. McCulloch and wife, Mrs. Hattie McCulloch to T.W. Chenault of record in Volume 145, Page 576, Deed Records of Brazos County, Texas, said 53.308 acre tract being more particularly described by metes and bounds as follows: BEGINNING at a 3/4" iron rod found for the most northerly corner, said corner being the most northerly corner of said called 85.4 acre tract, said corner also being the most easterly corner of the D.R. Cain called 26.19 acre tract described in Volume 259, Page 476 and Volume 375, Page 72, said corner also being located n the southwest line of the W.E. Benton called 15.41 acre tract described in Volume 362, Page 473; THENCE S 47e 53' 56" E, along the northeast line of said called 85.4 acre tract and the southwest line of said called 15.41 acre tract a distance of 1193.02 feet to a 1/2" iron rod found for angle point, said corner being the most southerly corner of said called 15.41 acre tract, said corner also being the southwest corner of Lot 11, Shiloh Subdivision as described in Volume 289, Page 219; THENCE S 480 00' 35" E, continuing along the northeast line of sold called 85.4 acre tract and the southwest line of said Lot 11 a distance of 385.25 feet to a 112" iron rod with cap set for the most easterly comer, said corner being the most northerly corner of the DeWayne Northcutt called 5.00 acre tract described in Volume 6518, Page 249; THENCE S 17e 54' 24" W, along the northwest line of said called 5.00 acre tract at a distance of 963.92 feet passing a 1/2" iron rod found for the southwest comer of said called 5.00 acre tract and continuing for a total distance of 995.73 feet to a point in the centerline of South Dowling Road for the southeast corner; THENCE generally along the centerline of said South Dowling Road the following calls: N 82e 15' 05" W, a distance of 137.89 feet to a point for angle point; N 87e 32' 14" W, a distance of 129.09 feet to a point for angle point; S 85e 44' 48" W, a distance of 155.74 feet to a point for angle point; S 830 56' 26" W, a distance of 97.61 feet to a point for angle point; S 82° 48' 33" W, a distance of 212.40 feet to a point for angle point; S 750 43' 50" W, a distance of 103.75 feet to a point for angle point; S 71e 4111011 W, a distance of 107.64 feet to a point for angle point; S 700 02' 06" W, a distance of 205.54 feet to a point for angle point; S 68e 25' 05" W, a distance of 212A1 feet to a point at the intersection of the centerline of said South Dowling Bond FORM T-1: Owner's Policy of Title Insurance Page I Continuation of Schedule A Policy No. 7422143-76912923 and the northeast right-of-way line of the old I & GN Railroad right-of-way (now (mown as I & GN Road) for the southwest corner; THENCE with the northeast right -of --way line of said I & GN Road around a curve in a clockwise direction having a delta angle of 05e 17' 2311, an are distance of 259.96 feet, a radius of 2814.67 feet, and a chord of N 240 42' 58" W, a distance of 259.77 feet to a 1/211iron rod with cap set for the point of tangency of said curve; THENCE N 22e 0411611 W, continuing along the northeast right-of-way line of said I & GN Road a distance of 332.90 feet to a 5/81' iron rod with cap found for a most westerly comer, said corner being the most southerly corner of the David Gold called 10.0543 acre tract described in Volume 3253, Page 54; THENCE N 42e 18' 40" E, along the southeast line of said called 10.0543 acre tract a distance of 900.65 feet to a 5/8" iron rod with cap for an interior comer; said comer being the most easterly comer of said called 10.0543 acre tract; THENCE N 220 04' 16" W, along the northeast line of said called 10.0543 acre tract a distance of 697.29 feet to a 1/2" iron rod with cap set in the northwest line of said called 85.4 acre tract for a west comer, said comer being the most northerly corner of said called 10.0543 acre tract, said comer also being located in the southeast line of said called 26.19 acre tract; THENCE N 42018' 23" E, along the northwest line of said called 85.4 acre tract and the southeast line of said called 26.19 acre tract a distance of 514.36 feet to the PLACE OF BEGBVNING and containing an area of 2,322,109 square feet, or 53.308 acres of land, more or less, with 0.906 of one acre being located within the prescriptive right-of-way of South Dowling Road. 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 or quantity of land is not a representation that such are or quantity is correct, but is made only for informational and/or identification purposes and does not override Item 2 of Schedule B hereof. FORM T-1: Owner's Policy of Title Insurance Page 2 OWNER'S POLICY OF TITLE INSURANCE Issued by Ticor Title Insurance Company SCHEDULE B File No.: S31168 PolicyNo.: 7422143.76912923 EXCEPTIONS FROM COVERAGE This policy does not insure against loss or damage (and the Company will not pay costs, attorneys' fees or expenses) that arise by reason of the terms and conditions of leases and easements, if any, shown in Schedule A, and the following matters: I . ata-ef delete thisexseptian} 2. Any discrepancies, conflicts, or shortages in area or boundary lines, or any encroachments or protrusions, or any overlapping of improvements. 3. Homestead or community property or survivorship rights, if any, of any spouse of any Insured. 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 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 right of access to that area or easement along and across that area. 5. Standby fees, taxes and assessments by any taxing authority for the year 2009, 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. 6. The following matters and all terms of the documents creating or offering evidence of the matters (The Company must insert matters or delete this exception,): a. Vendor's lien retained in Deed executed by KWM, L.P., a Texas limited partnership, acting by and through Its General Partner, KWM Properties, L.L.C., a Texas limited liability company, to GEO 3, Inc., a Texas corporation, dated December 12, 2008, recorded is Volume 8903, Page 58, Official Records of Brazos County, Texas, securing the payment of one note of even date therewith in the principal sum of $651,900.00, payable to Sterling Bank, and additionally secured by a Deed of Trust of even date therewith executed by GEO 3, Inc., a Texas corporation, to James W. Goolsby, Jr., Trustee, said Deed of Trust filed on December 16, 2008, in Volume 8899, Page 44, Official Records of Brazos County, Texas. b. Title to any portion of the captioned property lying within the bounds of any public road or highway traversing the property, as shown on a survey made under the supervision of li Curtis Strong, R.P.L.S. No. 4961, dated July 5, 2006. C. Easements, or claims of easements, not shown by the public records. FORM T-1: Owner's Policy of Title Insurance Page 3 Continuation of Schedule B Policy No. 7422143-76912923 d. Survey dated July 5, 2006, prepared by Strong Surveying, H. Curtis Strong, R.P.L.S. No. 4961 shows the following matters, the existence of which are not insured against loss by this policy: 1. Variation between the fence(s) and the northeasterly and lower southwesterly and southerly property lines. 2. Rights or claims, 9 any, of adjoining property owners, or of the Public in and to that portion of the insured premises lying between the fence and the southerly lot line along or in the South Dowling Road right-of-way e. Right of Way Easement executed by W. L. McCulloch and Hattie B. McFerran McCulloch to the City of Bryan, dated June 29,1950, recorded in Volume 144, Page 108, Deed Records of Brazos County, Texas (Blanket), as noted on a survey made under the supervision of H. Curtis Strong, R.P.L.S. No. 4961, dated July 5, 2006. f. General Right -of -Way Easement executed by T. W. Chenault to Wellborn Water Supply Corporation, dated August 9,1971, recorded in Volume 303, Page 288, Deed Records of Brazos County, Texas (Blanket), as noted on a survey made under the supervision of H. Curtis Strong, R.P.L.S. No. 4961, dated July 5, 2006. g. Right of Way Easement executed by T. W. Chenault to the City of Bryan, dated October 3,1982, recorded in Volume $48, Page 539, Deed Records of Brazos County, Texas (Blanket), as noted on a survey made under the supervision of H. Curtis Strong, R.P.L.S. No. 4961, dated July 5, 2006, h. *Mineral reservation with no right of ingress or egress to the surface for the purpose of mining, drilling, exploring, operating and developing said lands for oil, gas and other minerals and removing the some therefrom, or for the purposes of using such property for the storage or transportation of oil, gas and other minerals, as contained in Deed executed by Raids Mary Chenault, an unmarried person acting by Elaine R. Harris, her Attorney -in -Fact, to KWM, L.P., a Texas Limited Partnership dated September 6, 2006, recorded in Volume 7579, Page 160, Official Records of Brazos County, Texas. *Title to said interest has not been investigated subsequent to the date of the aforementioned instrument. 1. Rights of parties in possession. j. Mineral reservation contained in Deed executed by KWM, L.P., a Texas limited partnership, acting by and through its General Partner, KWM Properties,' L.L.C., a Texas limited liability company, to GEO 3, lnc.; a Texas corporation, dated December 12, 2008, recorded in Volume 8903, Page 58, Official Records of Brazos County, Texas. Countersigned Lawyers Title Company of Brazos County B4 f' — Authorized Countersignature FORM T-1: Owner's Policy of Title Insurance Page 4 IMPORTANT NOTICE To obtain information or make a complaint: You may call Ticor Title Insurance Company s toll -free telephone number for information or to make a complaint at: 1-800-422.4303 You may also write to Ticor Title Insurance Company at: 2001 Bryan Street, Suite 1700 Dallas, Texas 75201 You may contact the Texas Department of insurance to obtain information on companies, coverages, rights or complaints at: 1-800-252-3439 You may write the Texas Department of Insurance: P.O. Box 149104 Austin, TX 78714-9104 Fox: (512) 475-1771 Web: http://www.tdi.state.tx.us E-mail: ConsumerProtectlon c�tdi.state.tx.us PREMIUM OR CLAIM DISPUTES: Should you have a dispute concerning your premium or about a claim you should contact the company first. If the dispute is not resolved, you may contact the Texas Department of Insurance. ATTACH THIS NOTICE TO YOUR POLICY, This notice Is for information only and does not become a part or condition of the attached document. AVISO IMPORTANTE Para obtener informacion o pare someter una queja: Usted puede Ilamar ai numero de telefono gratis Compania de Seguros de Tltulo de Ticor Title pare informacion o pars someter una queja of: 1800- 422-43303 Usted tambien puede escribir a Compania Seguros de Tltulo de Ticor Title 2001 Bryan Street, Suite 1700 Dallas, Texas 75201 Puede comunicarse con el Departamento de Seguros de Texas pare obtaner Information acerca de companies, coberturas, derechos o quejas al: 1.800-252-3439 Puede escribir al Departamento de Seguros de Texas: P.O. Box 149104 Austin, TX 78714-9104 Fax: (512)476.1771 Web: hftp://www.tdi.state.tK.Us E-mail: ConsumerProtectlonOtdi.state.b(.us DISPUTAS SOBRE PRIMAS O RECLAMOS: Si tiene una dispute concernlente a su prima o a un reclamo, debe comunicarse con el la compania) primero. Si no se resuelve to dispute, puede entonces comunicarse con el departamento (TDI). UNA ESTE AVISO A SU POLVA: Este aviso as solo pare proposito de informacion y no se convierte an parte o condicion del documento adjunto. Texas Form B-0023-07 Important Notice EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses that arise by reason of. 1. (a) Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting or relating to: (i) the occupancy, use, or enjoyment of the Land; (ii) the character, dimensions or location of any(mprovementerected on the Land; (ill) subdivision of land; or IN) environmental protection; or the effect of any violation of these laws, ordinances or governments[ regulations. This Exclusion I (a) does not modify or limit the coverage provided under Covered Risk 5. (b) Any governmental police power. This Exclusion I (b) does not modify or limit the coverage provided under Covered Risk 6. 2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8. 3. Defects, liens, encumbrances, adverse claims or other matters: (a) created, suffered, assumed or agreed to by the Insured Claimant; (b) not Known to the Company, trot recorded In the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an insured under this policy;(c) resulting in no loss or damage to the Insured Claimant; (d) attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 9 and 10); or (a) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Title. 4. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors'rights laws, that the transaction vesting the Title as shown in Schedule A, is: (a) a fraudulent conveyance or fraudulent transfer; or (b) a preferential transfer for any reason not stated in Covered Risk 9 of this policy. 5, Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the deed or other instrument of transfer in the Public Records that vests Title as shown in Schedule A. 6. The retusal of any person to purchase, lease or lend money on the estate or interest covered hereby in the land described in Schedule A because of Unmarketable Title. CONDITIONS L DEFINITIONOFTERMS, The following terms when used in this policy mean: (a) "Amount of Insurance': the amount stated in Schedule A, as may be increased or decreased by endorsement to this policy, increased by Section 8(b), or de- creased by Sections 10 and 11 of these Conditions. (b) "Date of Policy": The data designated as "hate of Policy" in ScheduleA. (a) "Entity": A corporation, partnership, trust, limited liability company or other similar legal entity. (d) "Insured": the Insured named in Schedule A. (I)The term "Insured" also Includes: (A) successors to the Title of the Insured by operation of law as distinguished from purchase, including heirs, devisees, survivors, personal representatives or next of kin; (13) successors to an Insured by dissolution, merger, consolidation, distribution or reorganization; (C) successors to an Insured by its conversion to another kind of Entity; (D) a grantee area Insured under a deed delivered without payment of actual valuable consideration conveying the Title; (1) If the stock, shares, memberships, or other equity Interests of the grantee are wholly -owned by the named Insured, (2) Ifthe grantee wholly owns the named Insured, (3) If the grantee is wholly -owned by an affifiamr] Entity of the named Insured, provided the affiliated Entity and the named Insured ere both wholly -owned by thesome person or Entity, or (4) If tine grantee is a trustee or beneficiary are trust created by a written instrument established by the Insured named In Schedule A for estate planning purposes, (if) With regard to (A), (B), (C) and (D) reserving, however, all rights and defenses as to any successor that the Company would have had ogaimt any predecessor insured, (a) "Insured Claimant": an Insured claiming loss or damage. IQ "Knowledge" or "Known": actual knowledge, not constructive knowledge or notice that may be imputed to an Insured by reason of the Public Records or any other records that import constructive notice of matters affecting[heTitle. (g) "Land": the land described in Schedule A, and affixed improvements that by law constitute real property. The term "Land" does not include any property beyond the lines of the area described in Schedule A, nor any right, title, interest, estate or emoment in abutting streets, roads, avenues, allays, lanes, ways or waterways, but this does not modify or limit the extent that a rightof access to and from the Land is insured by this policy. (h) "Mortgage": mortgage, deed of bust, trust deed, or other security instrument, including one evidenced by electronic means authorized by law. (I) 'Public Records": records established under state statutes at Data of Policy for the purpose of imparting constructive notice of matters relating to real property to purchasers for value and without Knowledge. With respect to Covered Risk 5(d), 'Public Records" shall also include environmental protection liens filed In the records of the 7422143 (4708) clerk of the United States District Court for the district where the Land is located. Q) "Title": the estate or interest described in ScheduleA. (k) "Unmarketable Title': Title affected by an alleged or apparent matter that would permit a prospective purchaser or lessee of the Tide or lender on the Title to be released from the obligation to purchase, lease or lend if there is a contractual condition requiring the delivery of marketable title. CONTINUATION OF INSURANCE. The coverage of this policy shall continue in force as of Doe of Policy in favor of an Insured, but only so long as the Insured retains an estate or interest in the Land, or holds an obligation secured by a purchase money Mortgage given by a purchaser from the Insured, or only so long as the Insured shall have liability by reason of warranties in any transfer or conveyance of the Title. This policy shall notcontinue in force in favor of any purchaser from the Insured of either (i) an estate or interest in the Land, or (ii) an obligation secured by a purchase money Mortgage given to the Insured. NOTICE OF CLAIM TO BE GIVEN BY INSURED CLAIMANT: The Insured shall notify due Company promptly in writing (I) In case of any litigation as set forth in Section 5(a) below, or (h) in case Knowledge shall come to an Insured hereunder of any claim of title or interest that is adverse to the Title, as insured, and that might cause loss or damage for which the Company may be liable by virtue of this policy. If the Company is prejudiced by the failure of the Insured Claimant to provide prompt notice, the Company's liability to the Insured Claimant under the policy shall be reduced to the extent of the prejudice. When, after the Date of the Policy, the Insured notifies the Company as required herein of a lien, encumbrance, adverse claim or other defect in Title insured by this policy that is not excluded or excepted from the coverage of this policy, the Company shall promptly investigate the charge to determine whether the lien, encumbrance, adverse claim or defect or other matter is valid and not barred by law or statute. The Company shall notify the Insured in writing, within a reasonable time, of its detemdnat(on as to the validity or invalidity of the Insured's claim or charge under the policy. If the Company concludes that the lien, encumbrance, adverse claim or defect is not covered by this policy, or was otherwise addressed in the closing ofthe transaction In connection with which this policy was issued, the Company shall specifically advise the Insured of the reasons for its determination. if the Company concludes that the lien, encumbrance, adverse claim or defect is valid, the Company shall take one of the following actions: (1) institute the necessary proceedings to clear the lien, encumbrance, adverse claim or defect from the Title as Insured; ((i) indemnify the Insured as provided in this policy; (ill) upon payment of appropriate premium and charges therefor, issue to the insured Claimant or to a subsequent owner, mortgagee or holder of the estate or interest in the Land insured by this policy, a policy of title insurance without exception for the lien, encumbrance, adverse claim or defect, said policy to be in an amount equal to the current value of the Land or, if a mortgagee policy, the amount of the loan; (iv) indemnify another title Insurance, company in connection with Its issuance of a policy(!") of tide insurance without exception for the lien, encumbrance, adverse claim or defect; (v) secure a release or other document discharging the lien, encumbrance, adverse claim or deface or (vi) undertake a combination of (i) through (v) heroin. Owner's Policy of Title Insurance IT- 1) (05101108) PROOFOFLOSS. In the event the Company is unable to determine the amount of loss or damage, the Company may, at its option, require as a condition of payment that the Insured Claimant furnish a signed proof of loss. The proof of loss must describe the defect, lien, encumbrance or other matter Insured against by this policy that constitutes the basis of loss or damage and shall state, to the extent possible, the basis of calculating the amount of the loss or damage. DEFENSE AND PROSECUTION OFACTIONS, (a) Upon written request by the Insured, and subject to the options contained in Sections 3 and 7 of these Conditions, the Company, at its own cost and with. out unreasonable delay, shall provide for the defense of an Insured in litigation in which any third party asserts a claim covered by this policy adverse in the Insured. This obligation is limited to only those stated causes of action alleging matters insured against by this policy. The Company shall have the right to select counsel of its choice (subject to the right of the Insured to object for reasonable cause)to represent the Insured as to those stated causes of action. It shall not be liable for and will not pay the £ices of any other counsel. The Company will not pay any fees, costs or expenses incurred by the Insured In the defense of those causes of action that allege matters not insured against by this policy. (b) The Company shall have the right, in addition to the options contained in Sections 3 and 7, at its own cost, to institute and prosecute any action or proceeding or to do any other act that in its opinion may be necessary or desirable to establish the Title, as insured, or to prevent or reduce loss or damage to the Insured. The Company may take any appropriate action under the terms of this policy, whether or not it shall be liable to the Insured. The exercise of these rights shall not be an admission of liability or waiver of any provision of this policy. If the Company exercises its rights under this subsection, it must do so diligently. (c) Whenever the Company brings an action or asserts a defense as required or permitted by this policy, the Company may pursue the litigation to a final determination by a coon of competent jurisdiction and it expressly reserves the right, in Its sole discretion, to appeal from any adverse judgment or order, When the Company has reasonable grounds to dispute coverage under this policy, the Company may reserve its rights to pay the claim and the costs of defense and seek reimbursement from the Insured for all amounts paid for which there was no coverage. 6. DUTY OF INSURED CLAIMANT TO COOPERATE, (a) In all cases whore this policy permits orrequires the Companyto prosecute or provide for the defense of any action or proceeding and any appeals, the Insured shall secure to the Company die right to so prosecute or provide defense in the action or proceeding, including the right to use, at its option, the name of the Insured for this purpose. Whenever requested by the Company, the Insured, at the Company's expense, shall give the Company all reason- able aid (I) in securing evidence, obtaining witnesses, prosecuting or defending the action or proceeding, or effecting settlement, and (If) in any other lawful act that in the opinion oft , he Company may be necessary or desirable to establish the Title or any other matter as insured. If the Company is prejudiced by the failure of the Insured to famish the required cooperation, the Company's obligations to the Insured under the policy shall terminate, including any liability or obligation to defend, prosecute, or continue any litigation, with regard to the matter or matters requiring such cooperation. (b) The Company may reasonably require the Insured Claimant to submit to examination under oath by any authorized representative of the Company and to produce for examination, inspection and copying, at such reasonable times and places as may be designated by the authorized representative of the Company, all records, in whatever medium maintained, including books, ledgers, checks, memoranda, correspondence, reports, e-mails, disks, tapes, and videos whether bearing a date before or attar Date of Policy, that reasonably pertain to the loss or damage. Further, if requested by any authorized representative of the Company, the Insured Claimant shall grant Its permission, in writing, for any authorized representative of the Company to examine, inspect and copy all of these records in the custody or mmml of a third party that reasonably pertain to the loss or damage. All information designated as confidential by the Insured Claimant provided to the Company pursuant to this Section shall not be disclosed to others unless, in the reasonable judgment of the Company, it is necessary in the administration of the claim. Failure of the Insured Claimant to submit for examination under oath, produce any reasonably requested information or grant permission to secure reason. ably necessary information from third parties as required in this subsection, unless prohibited by law or governmental regulation, shall terminate any liability ofthe Company under this policy as to that claim. 7422143 (008) (c) If the Insured demands that the Company accept a settlement Offer that is not greater than the Amount of Insurance or if the Insured expressly agrees that a settlement offer should be accepted, the Company has a right to be reimbursed if it has timely asserted its reservation of rights and notified the Insured that it intends to seek reimbursement if it pays to settle or defend a claim that is not covered by the policy. OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS; TERMINATION OF LLABILITY. In one of a claim under this policy, the Company shall have the following additional options: (a) To Pay orTendor Payment of the Amount of insurance. To pay or tender payment of the Amount of Insumnce under this policy together with any costs, attorneys' fees and expenses incurred by the Insured Claimant that were authorized by the Company up to the time of payment or tender of payment and that the Company is obligated to pay. Upon the exercise by the Company of this option, all liability and obligations of the Company to the Insured under this policy, other than to make the payment required In this subsection, shall terminate, including any liability or obligation to defend, prosecute, or continue any litigation. (b) To Pay or Otherwise Settle With Parties Other than the Insured or With the Insured Claimant. (1) to pay or otherwise settle with other parties for or in the name of an Insured Claimant any claim insured against under this policy. In addition, the Company will pay any costs, attorneys' fees and expenses incurred by the Insured Claimant that were authorized by the Company up to the time of payment and that the Company is obligated to pay; or (if) to pay or otherwise settle with the Insured Claimant the loss or damage provided for under this policy, together with any costs, attorneys' fees and expenses incurred by the Insured Claimant that were authorized by the Company up to the time of payment and that the Company is obligated to pay. Upon the exorcise by the Company of either of the options provided for in subsections (b)(i) or (ii), the Company's obligations to the Insured under this policy for the claimed loss or damage, other than the payments required to be made, shall terminate, including any liability or obligation to defend, prosecute or continue any litigation. S. DETERMINATION AND EXTENT OF LIABILITY. This policy is a contract of indemnity against actual monetary loss or damage sustained or incurred by the Insured Claimant who has suffered loss or damage by reason of matters insured against by this policy. (a) The went of liability of the Company for loss or damage under this policy shall not exceed the lesser of: (i) the Amount of Insurance; or (it) the difference between the value ofthe Title as insured and the value ofthe Title subject to the risk insured against by this policy. (b) If the Company pursues its rights under Section 3 or 5 and Is unsuccessful in establishing the Title, as insured, (i) theAmount of Insurance shall be increased by 10%, and (if) the Insured Claimant shall have the right to have the loss or damage determined either as of the date the claim was made by the Insured Claim- ant or as ofthe date it is settled and paid, (c) In addition to the extent of liability under (a) and (b), the Company will also pay those costs, attorneys' fees and expenses incurred in accordance with Sections 5 and 7 ofthese Conditions. 9. LIMITATIONOFLIABILIFY, (a) If the Company establishes the Title, or removes the alleged defect, lien or encumbrance, or cures the lack of a right of access to or from the Land, all as insured, or takes action in accordance with Section 3 or 7, in a reasonably diligent manner by any method, including litigation and the completion of any appeals, it shall have fully performed its obligations with respect to that matter and shall not be liable for any loss or damage caused to the Insured. (b) In the event of any litigation, including litigation by the Company or with the Company's consent, the Company shall have no liability for loss or damage until them has been a final determination by a court of competent jurisdiction, and disposition of all appeals, adverse to the Title, as insured. (c) The Company shall not be liable for loss or damage to the Insured for liability voluntarily assumed by the Insured in settling any claim or suit without the prior written consent of the Company. 10. REDUCTION OF INSURANCE; REDUCTION OR TERMINATION OF LIABILITY. All payments under this policy, except payments made for costs, attorneys' fees and expenses, shall reduce the Amount of Insurance by the amount of the Owner's Policy of Title insurance (T-1) (05101108) II, 12. 13. 14. 15. payment. LIABILITY NONCUMULATIVE. The Amount of Insurance shall be reduced by any amount the Company pays under any policy insuring a Mortgage to which exception is taken in Schedule B or m which the Insured has agreed, assumed, or taken subject or which is executed by an Insured after Data of Policy and which is a charge or lien on the Title, and the amount so paid shall be deemed a payment to the Insured under this policy. PAYMENT OFLOSS. When liability and the extent of loss or damage have been definitely fixed in accordance with these Conditions, the payment shall be made within 30 days. RIGHTS OF RECOVERY UPON PAYMENT OR SETTLEMENT. (a) Whenever the Company shall have settled and paid a claim under this policy, it shall be subrogated and entitled to the rights of the Insured Claimant in the Title and all other rights and remedies in respect to the claim that the Insured Claimant has against any person or property, to the extent of the amount of any loss, costs, attorneys' fees and expenses paid by the Company. If requested by the Company, the Insured Claimant shall execute documents to evidence the transfer to the Company of these rights and remedies. The Insured Claim- ant shall permit the Company to sue, compromise or settle in the time of the Insured Claimant and to use the name ofthe Insured Claimant in any transaction or litigation involving these rights and remedies. Ifit payment on account rife claim does not fully cover the loss ofthe Insured Claimant, the Company shall defer the exercise of its right to recover until after the Insured Claimant shall have recovered its loss, (b) The Company's right of subrogation includes the rights of the Insured to indemnities, guaranties, other policies of insurance or bonds, notwithstanding any terms or conditions contained in those instruments that address subrogation rights. ARBITRATION. Either the Company or the Insured may demand that the claim or controversy shall be submitted to arbitration pursuant to the Title Insurance Arbitration Rules of the American Land Title Association ("Rules"). Except as provided in the Rules, there shall be no joinder or consolidation with claims or controversies of other persons. Arbitrable matters may include, but are not limited to, any controversy or claim between the Company and the Insured arising out of or minting to this policy, any service in connection with its issuance or the breach of a policy provision, urinary other controversy or claim arising out of the transaction giving rise to this policy. All arbitrable matters when the Amount of insurance is $2,000,000 or less shall be arbitrated at the option of either the Company or the Insured, unless the Insured is no individual person (as distinguished from an Entity). All arbitrable matters when the Amount of Insurance is in excess of $2,000,000 shall be arbitrated only when agreed to by both the Company and the Insured. Arbitration pursuant to this policy and under the Rules shall be binding upon the parties. Judgment upon the award rendered by theArbitrator(s) may be entered in any courtof competent jurisdiction. LLIBILITYLIMITEDTO THIS POLICY, POLICY ENT=CONTRACT. (a) This policy together with all endorsements, if any, attached to it by the Company Is the entire policy and contract between the insured and the Company. In interpreting any provision of this policy, this policy shall be construed as a whole. (b) Any claim of loss or damage that arises out of the status of the Title or by any action asserting such claim, shall be restricted to this policy. (c) Any amendment of or endorsement to this policy must be in writing and authenticated by an authorized person, or expressly incorporated by SchoduleA ofthls policy. (d) Each endorsement to this policy Issued at any time is made a part of this policy and is subject to all of its terms and provisions. Except as the endorsement expressly states, it does not (1) modify any of the terms and provisions of the policy, (it) modify any prior endorsement, (III) extend the Date of Policy or (iv) increase the Amount of Insurance. Each Commitment, endorsement or other form, or provision in the Schedules to this policy that refers to a term defined in Section 1 of the Conditions shall be deemed to refer to the term regardless of whether the term is capitalized in the Commitment, endorsement or other form, or Schedule. Each Commitment, endorsement or other form, or provision in the Schedules that refers to the Conditions and Stipulations shall be deemed to refer to the Conditions ofthls policy. 16. SEVERABB,ITY. In the event any provision of this policy, in whole or in part, is held invalid or unenforceable under applicable law, the policy shall be deemed not to include that provision or such part held to be invalid and all other provisions shall remain in full force and effect, 17. CHOICE OF LAW, FORUM. (a) Choice of Law: The Insured acknowledges the Company has underwritten the risks covered by this policy and determined the premium charged therefor in reliance upon the law affecting interests in real property and applicable to the interpretation, rights, remedies or enforcement of policies of title insurance of the jurisdiction where the Land is located. Therefore, the court or an arbitrator shall apply the law of the jurisdiction where the Land is located to determine the validity of claims against the Title that are adverse to the Insured, and in interpreting and enforcing the terms of this policy. In neither case shall the court or arbitrator apply its conflicts of laws principles to determine the applicable law. (b) Choice of Forum: Any litigation or other proceeding brought by the Insured against the Company must be Filed only in a state or federal court within the United States of America or its territories having appropriate jurisdiction. 18.NOTICES, WHERE SENT. Any notice of claim and any other notice or statement in writing required to be given the Company under this Policy must be given to the Company at National Claims Administration, P.O. Box 45023, Jacksonville, Florida 32232- 5023. 7422143 (4/08) Owner's Policy of Title Insurance (T.1) (05101108) Lawyers Title Company of Brazos County 1450 Copperfield Parkway College Station, TX 77845 Phone: 979-776-3600 Fax: 979-776-2383 TITLE REPORT Date: June 1, 2011 File No.: GF No. M2208 Record Title at the Effective Date Hereof is Vested in: GEO 3, Inc., a Texas corporation The Land Referred to In this Report is Described as Follows: METES AND BOUNDS DESCRIPTION OF ALL THAT CERTAIN TRACT OF LAND LYING AND BEING SITUATED IN THE ANDREW McMAHAN SURVEY, ABSTRACT NO. 167, COLLEGE STATION, BRAZOS COUNTY, TEXAS. SAID TRACT BEING THE SAME TRACT OF LAND AS DESCRIBED BY A DEED TO GEO 3, INC. RECORDED IN VOLUME 8903, PAGE 58 OF THE OFFICIAL PUBLIC RECORDS OF BRAZOS COUNTY, TEXAS. SAID TRACT BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING AT A 5/8 INCH IRON ROD FOUND ON THE NORTHEAST LINE OF I & G N ROAD (100' R.O.W.) MARKING THE SOUTH CORNER OF A 10.0543 ACRE TRACT OF LAND AS DESCRIBED BY A DEED TO DAVID GOLD AND TERESA GOLD RECORDED IN VOLUME 3253, PAGE 54 OF THE OFFICIAL PUBLIC RECORDS OF BRAZOS COUNTY, TEXAS; THENCE: N 420 18' 22" E ALONG THE SOUTHEAST LINE OF SAID 10.0643 ACRE TRACT FOR A DISTANCE OF 900.65 FEET (DEED CALL AND MEASURED DISTANCE) TO A 5/8 INCH IRON ROD FOUND MARKING THE EAST CORNER OF SAID 10.0543 ACRE TRACT; THENCE: N 22' 03' 22" W ALONG THE NORTHEAST LINE OF SAID 10.0543 ACRE TRACT FOR A DISTANCE OF 697.14 FEET (DEED CALL DISTANCE - 697.29 FEET) TO A'/2 INCH IRON ROD FOUND ON THE SOUTHEAST LINE OF A CALLED 26.19 ACRE TRACT OF LAND AS DESCRIBED BY A DEED TO D. R. CAIN RECORDED IN VOLUME 375, PAGE 72 OF THE DEED RECORDS OF BRAZOS COUNTY, TEXAS; THENCE: N 42° 16' 47" E ALONG THE SOUTHEAST LINE OF SAID 26.19 ACRE TRACT FOR A DISTANCE OF 514.22 FEET (DEED CALL DISTANCE - 914,36 FEET) TO A % INCH IRON PIPE FOUND ON THE SOUTHWEST LINE OF A CALLED 15.41 ACRE TRACT OF LAND AS DESCRIBED BY A DEED TO WILBOURN EUGENE BENTON RECORDED IN VOLUME 362, PAGE 473 OF THE DEED RECORDS OF BRAZOS COUNTY, TEXAS, SAID IRON PIPE FOUND MARKING THE EAST CORNER OF SAID 26.19 ACRE TRACT; THENCE: S 47' 54' 05" E ALONG THE SOUTHWEST LINE OF SAID 15.41 ACRE TRACT FOR A DISTANCE OF 1193.25 FEET (DEED CALL DISTANCE - 1193.02 FEET) TO A'/2 INCH IRON ROD FOUND MARKING THE SOUTH CORNER OF SAID 15.41 ACRE TRACT AND THE SOUTHWEST CORNER OF LOT 11, SHILOH SUBDIVISION ACCORDING TO THE PLAT RECORDED IN VOLUME 289, PAGE 219 OF THE DEED RECORDS OF BRAZOS COUNTY, TEXAS; THENCE: S 48' 00' 08" E ALONG THE SOUTHWEST LINE OF SAID LOT 11 FOR A DISTANCE OF 385.11 FEET (DEED CALL DISTANCE - 385.25 FEET) TO A''/2 INCH IRON ROD FOUND; THENCE: S 17" 54' 05" W, AT 963.89 FEET PASS A''/2 INCH IRON ROD FOUND ON THE APPARENT RIGHT-OF-WAY OF SOUTH DOWLING ROAD MARKING THE WEST CORNER OF A CALLED 5.00 ACRE TRACT OF LAND AS DESCRIBED BY A DEED TO CHARLES MICHAEL FULFER AND WIFE, KAREN MARIE FULFER RECORDED IN VOLUME 10087, PAGE 194 OF THE OFFICIAL PUBLIC RECORDS OF BRAZOS COUNTY, TEXAS, CONTINUE ON FOR A TOTAL DISTANCE OF 995.53 FEET (DEED CALL DISTANCE - 995.73 FEET) TO A POINT IN THE CENTERLINE OF SOUTH DOWLING ROAD. FOR REFERENCE, CITY OF COLLEGE STATION GPS MONUMENT NO. 134 BEARS: S 630 17' 16" E FOR A DISTANCE OF 2220.16 FEET; THENCE: ALONG THE CENTERLINE OF SOUTH DOWLING ROAD FOR THE FOLLOWING CALLS: N 820 15' 23" W FOR A DISTANCE OF 137.89 FEET (DEED CALL AND MEASURED DISTANCE) TO A POINT; N 870 32' 32" W FOR A DISTANCE OF 129.09 FEET (DEED CALL AND MEASURED DISTANCE) TO A POINT; S 850 44' 30" W FOR A DISTANCE OF 155.74 FEET (DEED CALL AND MEASURED DISTANCE) TO A POINT; S 830 56' 08" W FOR A DISTANCE OF 97.61 FEET (DEED CALL AND MEASURED DISTANCE) TO A POINT; S 82" 48' 15" W FOR A DISTANCE OF 212.40 FEET (DEED CALL AND MEASURED DISTANCE) TO A POINT; S 750 43' 32" W FOR A DISTANCE OF 103.75 FEET (DEED CALL AND MEASURED DISTANCE) TO A POINT; S 710 40' 52" W FOR A DISTANCE OF 107.64 FEET (DEED CALL AND MEASURED DISTANCE) TO A POINT; S 700 01' 48" W FOR A DISTANCE OF 205.54 FEET (DEED CALL AND MEASURED DISTANCE) TO A POINT; S 680 24' 47" W FOR A DISTANCE OF 212.41 FEET (DEED CALL AND MEASURED DISTANCE) TO A POINT ON THE NORTHEAST LINE OF I & G N ROAD (100' R.O.W.) MARKING THE BEGINNING OF A CLOCKWISE CURVE HAVING A RADIUS OF 2814.67 FEET. FOR REFERENCE, A'/2 INCH IRON ROD FOUND BEARS: N 26' 59' 55" W FOR A DISTANCE OF 37.71 FEET; THENCE: ALONG SAID CURVE AND THROUGH A CENTRAL ANGLE OF 05° 17' 24" FOR AN ARC DISTANCE OF 259,87 FEET (CHORD BEARS: N 24° 44' 15" W - 259.77 FEET) TO A'/2 INCH IRON ROD FOUND; THENCE: N 22° 04' 36" W CONTINUING ALONG THE NORTHEAST LINE OF I & G N ROAD FOR A DISTANCE OF 332.90 FEET (DEED CALL AND MEASURED DISTANCE) TO THE POINT OF Ma NNING CONTAINING 53,306 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 or quantity of land is not a representation that such are or quantity is correct, but is made only for informational and/or identification purposes and does not override Item 2 of Schedule B hereof. Exceptions: The above name(s) and legal description was searched for deeds, deeds of trust, mechanics liens, judgments, federal tax liens, state tax liens, and all other filings In the official records which would affect title, from December 16, 2008 @ 9:54 a.m. to May 16, 2011 @ 7:00 a.m. and we find no other actions or conveyance affecting the title to said land from December 16, 2008 @ 9:64 a.m. except the following: Right of Way Easement executed by GEO 3, Inc., a Texas corporation to City of Bryan, Texas dba 'Bryan Texas Utilities" ('BTU"), dated December 10, 2009, recorded in Volume 9242, Page 206, Official Records of Brazos County, Texas. Right of Way Easement executed by GEO 3, Inc., a Texas corporation to City of Bryan, Texas dba 'Bryan Texas Utilities" ('BTU"), dated October 30, 2009, recorded in Volume 9242, Page 274 Official Records of Brazos County, Texas. Affidavit of Certification of On -Site Sewage Facility (OSSF) Maintenance executed by Jim Brooks of GEO 3, Inc., dated March 12, 2010, recorded in Volume 9573, Page 16, Official Records of Brazos County, Texas. Curative Matters: Deed of Trust, Security Agreement and Financing Statement executed by GEO 3, Inc., a Texas corporation to James W. Goolsby, Jr., Trustee for the benefit of Sterling Bank, dated July 31, 2009, recorded in Volume 9248, Page 94, Official Records of Brazos County, Texas (in the amount of $1,200,000.00). Assignment of Leases and Rents executed by GEO 3, Inc., a Texas corporation to Sterling Bank, dated July 31, 2009, recorded in Volume 9248, Page 111, Official Records of Brazos County, Texas. Modification Agreement by and between GEO 3, Inc., a Texas corporation and Sterling Bank, dated July 31, 2010, recorded in Volume 9819, Page 120, Official Records of Brazos County, Texas; said document modifies the above -mentioned Deed of Trust and Assignment of Leases and Rents. THIS REPORT IS ISSUED WITH THE EXPRESS UNDERSTANDING, EVIDENCED BY THE ACCEPTANCE OF SAME, THAT THE UNDERSIGNED, LAWYERS TITLE COMPANY OF BRAZOS COUNTY DOES NOT UNDERTAKE HEREIN TO GIVE OR EXPRESS ANY OPINION AS TO THE VALIDITY OF THE TITLE TO THE PROPERTY ABOVE DESCRIBED, NOR AS TO THE VALIDITY OF ANY OF THE INSTRUMENTS REPORTED HEREIN, INCLUDING THE PURPORTED DEED(S) ESTABLISHING THE RECORD OWNERS) CITED ABOVE, BUT IS SIMPLY REPORTING BRIEFLY HEREIN, AS TO THE INSTRUMENTS FOUNDS OF RECORD PERTAINING TO THE SUBJECT PROPERTY, AND IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT THIS REPORT IS NEITHER A GUARANTY OR WARRANTY OF THE TITLE. Y ACCEPTANCE OF THIS TITLE REPORT, IT IS UNDERSTOOD THAT THE LIABILITY OF THE ISSUER HEREOF IS EXPRESSLY LIMITED TO $162.38. THIS SEARCH HAS BEEN LIMITED TO THE ABOVE MATTERS AND THE ABOVE TIME PERIOD AND LAWYERS TITLE COMPANY OF BRAZOS COUNTY HAS NOT SEARCHED FOR, NOR HAS REFLECTED HEREIN, ANY EXAMINATION AS TO TAX SUITS, SPECIAL ASSESSMENTS, CONFLICTS OR OTHER INSTRUMENTS WHICH MAY AFFECT TITLE TO THE SUBJECT PROPERTY. IF TITLE INSURANCE COVERAGE, WHICH IS NOT PROVIDED BY THIS REPORT, IS NEEDED, SAID COVERAGE IS AVAILABLE THROUGH THE APPLICABLE PROMULGATED POLICY(IES), AT THE SPECIFIED PROMULGATED PREMIUM, OFFICIAL PUBLIC RECORDS OF BRAZOS COUNTY, TEXAS, HAVE BEEN CHECKED THROUGH May 16, 2011 @ 7:00 a,m, Lawyers Title Company of Brazos County w,,Jwej � � k