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HomeMy WebLinkAboutTitle Insurance (i) Commonwealth Policy No.: TX0265 -81- 149234 - 2010.8139843- 80707761 OWNER'S POLICY OF TITLE INSURANCE (T -1) Issued by COMMONWEALTH LAND 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, COMMONWEALTH LAND TiTLE INSURANCE COMPANY, a Nebraska 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: 1. 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 of the 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 forth 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: 8139843 (2/10) Owner's Policy of Title insurance T -1 (2/01/10) I 0 • (a) as a result of the avoidance in whole or in part, or from a court order providing an alternative remedy, of a transfer ol'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 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 1 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. COMMONWEALTH LAND TITLE INSURANCE 4 (Hv1PAl•I') 'dap lnif 4.fG9;. l t'141 11. o. S Au Signatory /ti �� - -..._ - . TX0265 149234 Brazos County Abstract Company 3800 Cross Park Dr Bryan , TX 77802 Tel:(979) 731 -1900 Fax:(979) 731 -8352 8139843 (2/10) Owner's Policy of Title InsuranceT -I (2/01/10) Premium: $9,600.00 1000 P-L $CHEDULE A Name and Address of Title Insurance Company: Commonwealth Land Title Insurance Company 5600 Cox Road Glen Allen, Virginia 23060 -9266 File No.: 149234 Policy No.: 8139843- 80707761 Address for Reference Only: Not Available POLICY AMOUNT: $1,900,000.00 POLICY DATE: May 3, 2010 at 04:01 PM 1. NAME OF INSURED: EDWARD FROEHLING 2. WE INSURE YOUR INTEREST IN THE LAND COVERED BY THIS POLICY IS: FEE SIMPLE 3. TITLE TO THE ESTATE OR INTEREST IN THE LAND IS VESTED IN: EDWARD FROEHLING 4. LEGAL DESCRIPTION OF THE LAND: TRACT ONE: All that certain lot, tract or parcel of land being 97.94 acres situated in the ROBERT STEVENSON LEAGUE, Abstract No. 54, College Station, Brazos County, Texas and being the remainder of that certain called 99.25 acre tract as described in deed from Alton Goree Neelley to Lisa M. Neelley, of record in Volume 318, page 493, Deed Records of Brazos County, Texas, said 97.94 acre tract being more particularly described by metes and bounds as follows: BEGINNING at a 3/4" iron pipe found for the most southerly comer, said comer being the occupied most southerly comer of said called 99.25 acre tract, said comer also being the most easterly comer of the College Station I.S.D. Graham Road School Site Future Phase II and being called 31.6338 acres as described in final plat of record in Volume 3202, page 65, said comer also being located in the northwest line of the Edward Froehling called 93.543 acre tract as described in Volume 3162, page 199; THENCE N 48° 04' 39" W, along the southwest line of said called 99.25 acre tract and the northeast line of said College Station I.S.D. Future Phase 11 tract and Lot 1, Block 1 of Phase 1 being called 17.396 acres respectively a distance of 2062.17 feet to a 3/4" iron pipe found in the southeast right - of -way line of Graham Road for the most westerly comer, said comer being the most northerly comer of said College Station I.S.D. Lot 1, Block 1; BRAZOS COUNTY ABSTRACT COMPANY Au l'"rrized Signature • • COMMONWEALTH LAND TITLE INSURANCE COMPANY SCHEDULE B File No. 149234 (Continued) Policy No.: 8139843 - 80707761 THENCE along the southeast right -of -way line of said Graham Road the following calls: N 43° 01' 42" E, distance of 935.93 feet to a 1/2" iron rod with cap set for angle point; N 41° 01' 27" E, a distance of 107.72 feet to a 1/2" iron rod with cap set for angle point; and N 41° 01' 27" E, a distance of 721.85 feet to a 5" fence corner post found for the most northerly corner, said corner being located in the occupied northeast line of said called 99.25 acre tract, said corner also being located in the occupied southwest line of the Ralph D. Lee, Jr. called 10.00 acre tract as described in Volume 148, page 300; THENCE S 48° 32' 17" E, along the occupied northeast line of said called 99.25 acre tract and the occupied southwest line of said called 10.00 acre tract a distance of 813.16 feet to an 8" fence comer ost found for an interior corner, said corner being an occupied interior corner of said called p � 9 P 99.25 acre tract and also being the occupied most southerly corner of said called 10.00 acre tract; THENCE N 42° 19' 42" E, along the occupied northwest line of said called 99.25 acre tract and the occupied southeast line of said called 10.00 acre tract a distance of 518.84 feet to an 8" fence corner post found for the most easterly north corner, said corner being an occupied north corner of said called 99.25 acre tract, said corner also being located in the occupied southwest line of the Myrtle Tolson called 25.6 acre tract as described in Volume 3115, page 35; THENCE S 47° 43' 20" E, along the northeast line of said called 99.25 acre tract a distance of an 8" fence corner post found for the occupied most easterly corner, feet to a 8 , said corner P P Y being the occupied most easterly corner of said called 99.25 acre tract and also being located in the occupied northwest line of the Peyton Waller called 22.796 acre tract as described in Volume 327, page 90; THENCE S 41° 14' 58" W, along the occupied southeast line of said called 99.25 acre tract a distance of 957.05 feet to a 3/8" iron rod found for angle point, said corner being the occupied most westerly corner of said called 22.796 acre tract and also being the occupied most northerly corner of said 93.543 acre tract; THENCE S 41° 53' 56" W, continuing along the occupied southeast line of said called 99.25 acre tract and the occupied northwest line of said called 93.543 acre tract a distance of 1325.98 feet to the PLACE OF BEGINNING and containing 97.94 acres of land, more or less. And being the same property described in Deed from Dove Crossing Development, L.L.C. to Phi - Ton Investments, L.P., dated August 11, 2004, and recorded in Volume 6251, page 270, Official Records of Brazos County, Texas; SAVE AND EXCEPT THE FOLLOWING: Being all those certain lots, tracts or parcels of land lying and being situated in Brazos County, Texas and lying within the boundaries of DOVE CROSSING SUBDIVISION, PHASEIA, an addition to the City of College Station, Texas, according to plat recorded in Volume 6968, page 35, Official Records of Brazos County, Texas; and further SAVE AND EXCEPT Being all those certain lots, tracts or parcels of land lying and being situated in Brazos County, Texas and lying within the boundaries of DOVE CROSSING SUBDIVISION, PHASE 1B, an addition to the City of College Station, Texas, according to plat recorded in Volume 7050, page 276, Official Records of Brazos County, Texas; and further SAVE AND EXCEPT COMMONWEALTH LAND TITLE INSURANCE COMPANY SCHEDULE B File No. 149234 (Continued) Policy No.: 8139843 - 80707761 Being all those certain Tots, tracts or parcels of land lying and being situated in Brazos County, Texas and lying within the boundaries of DOVE CROSSING SUBDIVISION, PHASE 1C, an addition to the City of College Station, Texas, according to plat recorded in Volume 7478, page 68, Official Records of Brazos County, Texas; and further SAVE AND EXCEPT Being all those certain lots, tracts or parcels of land lying and being situated in Brazos County, Texas and Tying within the boundaries of DOVE CROSSING SUBDIVISION, PHASE 2, an addition to the City of College Station, Texas, according to plat recorded in Volume 7302, page 219, Official Records of Brazos County, Texas; and further SAVE AND EXCEPT Being all those certain lots, tracts or parcels of land Tying and being situated in Brazos County, Texas and Tying within the boundaries of DOVE CROSSING SUBDIVISION, PHASES 3 and 4, an addition to the City of College Station, Texas, according to plat recorded in Volume 8130, page 258, Official Records of Brazos County, Texas; and further SAVE AND EXCEPT Being all those certain lots, tracts or parcels of land lying and being situated in Brazos County, Texas and lying within the boundaries of DOVE CROSSING SUBDIVISION, PHASE 8, an addition to the City of College Station, Texas, according to plat recorded in Volume 8605, page 224, Official Records of Brazos County, Texas. TRACT TWO: Being all that certain tract or parcel of land lying and being situated in the ROBERT STEVENSON LEAGUE, A -54 in College Station, Brazos County, Texas and being a portion of the 93.543 acre tract conveyed to Edward Froehling by deed dated June 16, 1998 recorded in Volume 3162, Page 199 of the Official Records of Brazos County, Texas (O.R.B.C.) and being more particularly described by metes and bounds as follows: BEGINNING: at a found 3/8 -inch iron rod marking the north corner of the said 93.543 acre tract, the west comer of the Peyton Waller 22.796 acre tract described in Volume 327, Page 90 of the Brazos County Deed Records (B.C.D.R.) and said iron rod being in the southeast line of the Phi -Ton Investments, L.L.P. 97.94 acre tract described in Volume 6251, Page 270 (O.R.B.C.); THENCE: S 45° 14' 21" E along the common line of the said 93.543 and 22.796 acre tracts for a distance of 423.66 feet to a found 5/8 -inch iron rod for corner, said iron rod marking the south corner of the said Waller tract and the west corner of the 11.254 acre Springbrook - Common Area described in Volume 2387, Page 241 (O.R.B.C.); THENCE: S 45° 19' 06" E along the common line of the said 93.543 and 11.254 acre tracts for a distance of 483.02 feet to a found 1/2 -inch iron rod for corner, said corner marking the north corner of ALEXANDRIA SUBDIVISION, PHASE 2 -A as recorded in Volume 3847, Page 207 (O.R.B.C.); THENCE: S 44° 39' 11" W along the northwest line of said PHASE 2 -A for a distance of 150.00 feet to a found 1/2 -inch iron rod for corner, said iron rod marking the northeast corner of ALEXANDRIA SUBDIVISION, PHASE 2 -B as recorded in Volume 3922, Page 284 (O.R.B.C.); THENCE: along the northeast line of said PHASE 2 -B for the following eight (8) calls: III 1) N 45 ° 19 ' 06 " W for a distance of 204.81 feet to a found 1/2 -inch iron rod for corner, • COMMONWEALTH LAND TITLE INSURANCE COMPANY SCHEDULE B File No. 149234 (Continued) Policy No.: 8139843 - 80707761 2) N 73° 07' 40" W for a distance of 96.28 feet to a found 1/2 -inch iron rod for corner, 3) N 45° 20' 49" W for a distance of 120.00 feet to a found 1/2 -inch iron rod for corner, 4) S 89° 39' 11" W for a distance of 20.71 feet to a found 1/2 -inch iron rod for corner, 5) 170.17 feet in a counter - clockwise direction along the arc of a curve having a central angle of 195° 00' 00 ", a radius of 50.00 feet, a tangent of 379.79 feet and a long chord bearing S 82° 09' 11" W at a distance of 99.14 feet to a found 3/4 -inch iron pipe for a Point of Reverse Curvature; 6) 52.36 feet along the arc of said reverse curve having a central angle of 60° 00' 00 ", a radius of 50.00 feet, a tangent of 28.87 feet and a long chord bearing S 14° 39' 11" W at a distance of 50.00 feet to a found 3/4 -inch iron pipe for the Point of Tangency; - 7) S 44° 39' 11" W for a distance of 430.90 feet to a found 3/4 -inch iron pipe for the Point of Curvature of a curve to the right; 8) 39.27 feet along the arc of said curve having a central angle of 90° 00' 00 ", a radius of 25.00 feet, a tangent of 25.00 feet and a long chord bearing S 89° 39' 11" W at a distance of 35.36 feet to a found 3/4 -inch iron pipe for the Point of Tangency; THENCE: N 45° 20' 49" W for a distance of 424.70 feet to a 1/2 -inch iron rod set for corner, said iron rod also being in the northwest line of the beforesaid Froehling 93.543 acre tract, and the Phi - Ton Investments, L.L.P. 97.94 acre tract; THENCE: N 45° 03' 16" E along the common line of the said 93.543 and 97.94 acre tracts for a distance of 491.74 feet to a found 8" dia. fence post; THENCE: N 44° 34' 14" E continuing along said common line for a distance of 296.58 feet to the POINT OF BEGINNING and containing 9.804 acres of land, more or less. • COMMONWEALTH LAND TITLE INSURANCE COMPANY SCHEDULE B File No. 149234 Policy No.: 8139843 - 80707761 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 THE LEASES OR EASEMENTS, IF ANY, SHOWN IN SCHEDULE A AND THE FOLLOWING MATTERS: 1. THE FOLLOWING RESTRICTIVE COVENANTS OF RECORD ITEMIZED BELOW (THE COMPANY MUST EITHER INSERT SPECIFIC RECORDING DATA OR DELETE THIS EXCEPTION): Terms, provisions, covenants, conditions, and restrictions, easements, charges, assessments and liens provided in the Covenants, Conditions and Restrictions recorded in Volume 8028, page 150 and Volume 8418, page 1, (Tract One) Official Records of Brazos County, Texas, but omitting any covenant, condition or restrictions, if any, based on race, color, religion, sex, handicap, familial status or national origin unless and only to the extent that the covenant, condition or restrictions (a) is exempt under Title 42 of the United States Code, or (b) related to handicap, but does not discriminate against handicapped persons. 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 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. 5. STANDBY FEES, TAXES AND ASSESSMENTS BY ANY TAXING AUTHORITY FOR THE YEAR 2010, 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 DOCUMENT CREATING OR OFFERING EVIDENCE OF THE MATTERS (WE MUST INSERT MATTERS OR DELETE THIS EXCEPTION.): a. Rights of Parties in Possession. b. Easements, or claims of easements, which are not recorded in the public records. . . COMMONWEALTH LAND TITLE INSURANCE COMPANY SCHEDULE B File No. 149234 (Continued) Policy No.: 8139843 - 80707761 c. Right -of -Way Easement from P. L. Barron et ux to City of Bryan, dated September 15, 1937, recorded in Volume 98, page 318, Deed Records of Brazos County, Texas. (Tract Two) d. Right -of -Way Easement from Gladys B. Dowling to City of Bryan, dated May 16, 1957, recorded in Volume 187, page 264, Deed Records of Brazos County, Texas. (Tract Two) e. Right -of -Way Easement from Frances Mahanay et al to Producer's Gas Company, dated - February 3, 1982, recorded in Volume 517, page 502, Deed Records of Brazos County, Texas. (Tract Two) f. Temporary Blanket Utility Easement from Phi -Ton Investments, L.P. to City of College Station, Texas, dated September 15, 2005, recorded in Volume 6961, page 229, Official Records of Brazos County, Texas. (Tract One) g. Mineral reservation in Deed from Lena Louise Rivers et al to Edward Froehling, dated June 19, 1998, recorded in Volume 3162, page 199, Official Records of Brazos County, Texas. Title to this reservation has not been traced subsequent to the date of the above -cited instrument. (Tract Two) h. Mineral reservation in Deed from Edward Froehling to Dove Crossing Development, L.L.C., dated August 16, 2005, recorded in Volume 6877, page 245, Official Records of Brazos County, Texas. Title to this reservation has not been traced subsequent to the date of the above -cited instrument. (Tract Two) i. Stipulation and Cross Conveyance of mineral interest executed by Frances Mahanay, Lena L. Rivers and Hugh G. Glenn, dated December 6, 1991, recorded in Volume 1414, page 265, Official Records of Brazos County, Texas. (Tract Two) j. Mineral Deed from Phi -Ton Investments, L.P. to Anthony L. Jones et al, dated January 31, 2006, recorded in Volume 7133, page 261, Official Records of Brazos County, Texas, subject to terms and conditions of Waiver of Surface Rights recorded in Volume 7499, page 61, Official Records of Brazos County, Texas. Title to this mineral interest has not been traced subsequent to the date of the above -cited instrument. (Tract One) k. The terms, conditions and stipulations contained in the Declaration of Covenants, Conditions and Restrictions, executed by Phi -Ton Investments, L.P., dated June 1, 2007, recorded in Volume 8028, page 150 and Volume 8418, page 1, Official Records of Brazos County, Texas. (Tract One) I. Maintenance charge as set forth in the Declaration of Covenants, Conditions and Restrictions executed by Phi -Ton Investments, L.P., dated June 1, 2007, recorded in Volume 8028, page 150 and Volume 8418, page 1, Official Records of Brazos County, Texas. (Tract One) m. 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 interests that are not listed. n. The Tax Certificate furnished by the taxing authorities is issued on real estate only. It does not include minerals and /or personal property, therefore, no liability is assumed herein for the payment of said mineral and /or personal property tax. • EXCLUSIONS FROM COVERAGE The following matters are expressly excluded fiom the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or expenses that arise by rug, ,on of: I. (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 improvement erected on the Land; (iii) subdivision of land; or (iv) environmental protection; or the effect ofany violation of these laws, ordinances or governmental regulations. This Exclusion 1(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, not 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 0); or (e) 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 C'ovcred 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 refusal of any person to purchase, lease or lend money on the estate or interest covered hereby in the and described in Schedule A because of Unmarketable Title. CONDITIONS I. DEFINITION Of TERMS, clerk of the United States District Court for the district where the Land The following terms when used in this policy mean: is located. (a) "Amount of insurance ": the amount stated in Schedule A, as may be (j) "Title ": the estate or interest described in Schedule A. increased or decreased by endorsement to this policy, increased by (k) "Unmarketable Title ": Title aft'ected by an alleged or apparent matter Section 8(b), or de- creased by Sections 10 and II of these Conditions. that would permit a prospective purchaser or lessee of the Title or lender (b) "Date of Policy ": The date designated as "Date of Policy" in Schedule A. on the Title to be released from the obligation to purchase, lease or lend if (c) "Entity ": A corporation, partnership, trust, limited liability company or other there is a contractual condition requiring the delivery of marketable title. similar legal entity. 2. CONTINUATION OF INSURANCE. (d) "Insured ": the Insured named in Schedule A.. The coverage of this policy shall continue in force as of Dale of Policy in favor (i) The term "Insured" also includes: of an Insured, but only so long as the Insured retains an estate or interest in the (A) successors to the Title of the Insured by operation of law as Land, or holds an obligation secured by a purchase money Mortgage gi ven by a distinguished from purchase, including heirs, devisees, purchaser from the Insured, or only so long as the Insured shall have liability survivors, personal representatives or next of kin; by reason of warranties in any transfer or conveyance of the Title. This policy (B) successors to an Insured by dissolution, merger, consolidation. shall not continue in force in favor of any purchaser from the Insured of either (i) distribution or reorganization; an estate or interest in the Land, or (ii) an obligation secured by a purchase (C) successors to an Insured by its conversion to another kind of money Mortgage given to the Insured. Entity; 3. NOTICE OF CLAIM TO BE GIVEN BY INSURED CLAIMANT. (D) a grantee of an Insured under a deed delivered without payment The Insured shall notify the Company promptly in writing (1) in case of any of actual valuable consideration conveying the Title: litigation as set forth in Section 5(a) below, or (ii) in case Knowledge shall (I) If the stock, shares, memberships, or other equity interests come to an Insured hereunder of any claim of title or interest that is adverse of the grantee are wholly -owned by the named Insured, to the Title, as insured, and that might cause loss or damage for which the (2) if'the grantee wholly owns the named Insured, Company may be liable by virtue of this policy. If the Company is prejudiced (3) 1f the grantee is wholly -owned by an affiliated Entity of by the failure of the Insured Claimant to provide prompt notice, the Company's the named Insured, provided the affiliated Entity and the liability to the Insured Claimant under the policy shall be reduced to the extent named Insured are both wholly -owned by the saute of the prejudice. person or Entity, or When, after the Date of the Policy, the Insured notifies the Company as (4) If the grantee is a trustee or beneficiary ofa trust created required herein of a lien, encumbrance, adverse claim or other defect in Title by a written instrument established by the Insured named insured by this policy that is not excluded or excepted from the coverage of in Schedule A for estate planning purposes. this policy, the Company shall promptly investigate the charge to determine (ii) With regard to (A), (B), (C) and (D) reserving, however, all rights whether the lien, encumbrance, adverse claim or defect or other matter is and defenses as to any successor that the Company would have had valid and not barred by law or statute. The Company shall notify the Insured in against any predecessor Insured. writing, within a reasonable time, of its determination as to the validity or (e) "Insured Claimant ": an Insured claiming loss or damage. invalidity of the Insured's claim or charge under the policy. If the Company (f) "Knowledge" or "Known ": actual knowledge, not constructive knowledge concludes that the lien, encumbrance, adverse claim or defect is not covered or notice that may he imputed to an Insured by reason of the Public by this policy. or was otherwise addressed in the closing of the transaction in Records or any other records that impart constructive notice of matters connection with which this policy was issued, the Company shall specifically affecting the Title. advise the Insured of the reasons for its determination. II the Company (g) "Land ": the land described in Schedule A, and affixed improvements that concludes that the lien, encumbrance, adverse claim or defect is valid, the by law constitute real property. The term "Land" does not include any Company shall take one of the following actions: (i) institute the necessary property beyond the lines of the area described in Schedule A, nor any proceedings to clear the lien, encumbrance, adverse claim or defect from the right, title, interest, estate or easement in abutting streets, roads, avenues. Title as insured; (ii) indemnify the Insured as provided in this policy; (iii) upon alleys, lanes, ways or waterways, but this does not modify or limit the payment of appropriate premium and charges therefor, issue to the Insured extent that a right of access to and from the Land is insured by this policy. Claimant or to a subsequent owner, mortgagee or holder of the estate or interest (11) "Mortgage ": mortgage, deed of trust, trust deed, or other security in the Land insured by this policy, a policy of tide insurance without instrument, including one evidenced by electronic means authorized by exception for the lien, encumbrance, adverse claim or defect, said policy to be law. in an amount equal to the current value of the Land or, if a loan policy, the (1) "Public Records ": records established under state statutes at Date of amount of the loan; (iv) indemnify another title insurance company in Policy for the purpose of imparting constructive notice of natter connection with its issuance of a policy(ies) of title insurance without relating to real property to purchasers for value and without exception for the lien, encumbrance, adverse claim or defect; (v) secure a Knowledge. With respect to Covered Risk 5(d), "Public Records" shall release or other document discharging the lien, encumbrance. adverse claim also include environmental protection liens filed in the records of the or defect; or (vi) undertake a combination of (i) throu (v) herein. 8139843 (2/10) Owner's Policy of Title Insurance T -1 (2/01/10) • • • In case of a claim under this policy, the Company shall have the thllo ring 4. PROOF OF LOSS. additional options: In the event the Company is unable to determine the amount of loss or damage, (a) To Pay or Tender Payment of the Amount of Insurance. the Company may, at its option, require as a condition of payment that the To pay or tender payment of the Amount of Insurance under this policy Insured Claimant furnish a signed proo of loss. The proof of loss must describe together with any costs, attorneys' fees and expenses incurred by the the defect, lien, encumbrance or other matter insured against by this policy that Insured Claimant that were authorized by the Company up to the time of constitutes the basis of loss or damage and shall state, to the extent possible, the payment or tender of payment and that the Company is obligated to pay. basis of calculating the amount of the loss or damage. Upon the exercise by the Company eflhis option, all liability and obligations of 5. DEFENSE AND PROSECUTION OF ACTIONS. the Company to the Insured under this policy. other than to make the payment (a) Upon written request by the Insured, and subject to the options contained required in this subsection, shall terminate, including any liability or in Sections 3 and 7 of these Conditions, the Company, at its own cost and obligation to defend, prosecute, or continue any litigation. without unreasonable delay, shall provide for the defense of an Insured in (b) To Pay or Otherwise Settle With Parties Other than the Insured or With litigation in which any third party asserts a claim covered by this policy the Insured Claimant. adverse to the Insured. This obligation is limited to only those slated (i) to pay or otherwise settle with other parties for or in the name of causes of action alleging matters insured against by this policy. The an Insured Claimant any claim insured against under this policy. In Company shall have the right to select counsel of its choice (subject to addition, the Company will pay any costs. attorneys' Ices and the right of the Insured to object for reasonable cause) to represent the expenses incurred by the Insured Claimant that were authorized by Insured as to those slated causes of action. It shall not be liable for and the Company up to the time of payment and that the Company is will not pay the fees of any other counsel. The Company will not pay obligated to pay; or any fees, costs or expenses incurred by the Insured in the defense of (ii) to pay or otherwise settle with the Insured Claimant the loss or those causes of action that allege matters not insured against by this damage provided for under this policy, together with any costs, policy. attorneys' fees and expenses incurred by the Insured Claimant that (b) The Company shall have the right, in addition to the options contained were authorized by the Company up to the time of payment and that in Sections 3 and 7, at its own cost, to institute and prosecute any the Company is obligated to pay. action or proceeding or to do any other aet that in its opinion may be Upon the exercise by the Company of either of the options provided or in necessary or desirable to establish the Titre, as insured, or to prevent subsections (b)(i) or (ii), the Company's obligations to the Insured under this or reduce loss or damage to the Insured. The Company may take any policy for the claimed loss or damage, other than the payments required to be appropriate action under the terms of this policy, whether or not it shall made, shall terminate, including any liability or obligation to defend, prosecute be liable to the Insured. The exercise of these rights shall not be an or continue any litigation. admission of liability or waiver of any provision of this policy. If the 8. DETERMINATION AND EXTENT OF LIABILITY. Company exercises its rights under this subsection, it must do so This policy is a contract of indemnity against actual monetary loss or damage diligently. sustained or incurred by the Insured Claimant who has sulTeied loss or (c) Whenever the Company brings an action or asserts a defense as required damage by reason of matters insured against by this policy. or permitted by this policy, the Company may pursue the litigation to a (a) The extent of liability of the Company for loss or damage under this final determination by a court of competent jurisdiction and it expressly policy shall not exceed the lesser of: reserves the right, in its sole discretion, to appeal from any adverse (i) the Amount of Insurance; or judgment or order. (ii) the difference between the value of the Title as insured and the value 6. DUTY OF INSURED CLAIMANT TO COOPERATE. of the Title subject to the risk insured against by this policy. (a) In all cases where this policy permits or requires the Company to prosecute (b) If the Company pursues its rights under Section 3 or 5 and is unsuccessful or provide lbr the defense of any action or proceeding and any appeals, in establishing the Title, as insured: the Insured shall secure to the Company the right to so prosecute or (i) the Amount of Insurance shall be increased by I 0%; and provide defense in the action or proceeding, including the right to use, at (ii) the Insured Claimant shall have the right to have the loss or its option, the name of the Insured for this purpose. Whenever requested damage determined either as of the date the claim was made by the by the C'ompany, the Insured, at the Company's expense. shall give the insured Claimant or as of the date it is settled and paid. Company all reasonable aid (i) in securing evidence, obtaining witnesses. (c) In addition to the extent of liability under (a) and (b), the Company will prosecuting or defending the action or proceeding, or effecting also pay those costs, attorneys' fees and expenses incurred in settlement, and (ii) in any other lawful act that in the opinion of the accordance with Sections 5 and 7 of these Condition;;. Company may be necessary or desirable to establish the Title or any other 9. LIMITATION OF LIABILITY. matter as insured. If the Company is prejudiced by the failure of the (a) If the Company establishes the Title, or removes the alleged defect, lien Insured to furnish the required cooperation, the Company's obligations or encumbrance, or cures the lack of a right of access to or from the Land, to the Insured under the policy shall terminate, including any liability or all as insured, or takes action in accordance with Section 3 or 7, in a obligation to defend, prosecute, or continue any litigation, with regard to reasonably diligent manner by any method, including litigation and the the matter or matters requiring such cooperation. completion of any appeals, it shall have fully performed its obligations (b) The Company may reasonably require the Insured Claimant to submit to with respect to that matter and shall not be liable for any loss or damage examination under oath by any authorized representative of the caused to the Insured. Company and to produce for examination, inspection and copying. at such (b) In the event of any litigation, including litigation by the Company or with reasonable times and places as may be designated by the authorized the Company's consent, the Company shall have no liability for loss or representative of the Company, all records, in whatever medium damage until there has been a final determination by a court of competent maintained, including books, ledgers, checks, memoranda. jurisdiction, and disposition of all appeals, adverse to the Title, as correspondence, reports. emails, disks, tapes, and videos whether insured. bearing a dale before or after Date of Policy, that reasonably pertain to (c) The Company shall not he liable for loss or damage to the Insured fix the loss or damage. Further, if requested by any authorized representative liability voluntarily assumed by the Insured in settling any claim or suit of the Company, the Insured Claimant shall grant its permission, in without the prior written consent of the Company. writing, for any authorized representative of the Company to examine, 10. REDUCTION OF INSURANCE; REDUCTION OR TERMINATION OF inspect and copy all of these records in the custody or control of a third LIABILITY. party that reasonably pertain to the loss or damage. All information All payments under this policy, except payments made for costs, attorneys' designated as confidential by the Insured Claimant provided to the fees and expenses, shall reduce the Amount of Insurance by the amount of the Company pursuant to this Section shall not be disclosed to others payment. unless, in (he reasonable judgment of the Company, it is necessary in the II. LIABILITY NONCUMULATIVE. administration of the claim. Failure of the Insured Claimant to submit The Amount of Insurance shall be reduced by any amount the Company pays for examination under oath, produce any reasonably requested under any policy insuring a Mortgage to which exception is taken in information or grant permission to secure reasonably necessary Schedule B or to which the Insured has agreed, assumed, or taken subject nr information from third parties as required in this subsection, unless which is executed by an Insured after Dale of Policy and which is a charge or prohibited by law or governmental regulation, shall terminate any lien on the Title, and the amount so paid shall be deemed a payment to the liability of the Company under this policy as to that claim. Insured under this policy. 7. OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS; 12. PAYMENTOFLOSS. TERMINATION OF LIABILITY. When liability and the extent of loss or damage have been definitely fixed in 8139843 (2/10) Owner's Policy of Title Insurance T -1 (2/01/10) • accordance with these Conditions, the payment shall be made within 30 days. any action asserting such claim, shall be restricted to this policy. 13 RIG.'1TS OF RECOVERY UPON PAYMENT OR SETTLEMENT. (c) Any amendment of or endorsement to this policy must be in •vriting and (a) Whenever the Company shall have settled and paid a claim under this policy, authenticated by an authorized person, or expressly incorporated by it shall be subrogated and entitled to the rights of the Insured Claimant in Schedule A of this policy. the Title and all other rights ancl remedies in respect to the claim that the (d) Each endorsement to this policy issued at any time is made a part of Insured Claimant has against any person or property, to the extent of the this policy and is subject to all of its terms and provisions. Except as the amount of any loss, costs, attorneys' fees and expenses paid by the Company. endorsement expressly states. It does not (i) modify any oldie Icrnts and If requested by the Company, the Insured Claimant shall execute provisions of the policy, (ii) modify any prior endorsement, (iii) extend the documents to evidence the transfer to the Company of these rights and Date of Policy or (iv) increase the Amount of I nsurance. Each remedies. The Insured Claimant shall permit the Company to sue, Commitment, endorsement or other form, or provision in the Schedules compromise or settle in the name of the Insured Claimant and to use the to this policy that refers to a term defined in Section I of the Conditions name oldie Insured Claimant in any transaction or litigation involving these shall be deemed to refer to the term regardless of whether the term is rights and remedies. If a payment on account ofa claim does not fully cover capitalized in the Commitment, endorsement or other li>rm, or the loss of the Insured Claimant, the Company shall defer the exercise of Schedule. its right to recover until after the Insured Claimant shall have recovered its Each Commitment, endorsement or other form, or provision in the Schedules loss. (b) The Company's right of subrogation includes the rights of the Insured to that refers to the Conditions and Stipulations shall be deemed to refer to the indemnities, guaranties, other policies of insurance or bonds, Conditions of this policy. notwithstanding any terms or conditions contained in those instruments that 16. SEVERABJLITY. address subrogation rights. In the event any provision of this policy, m whole or in part, is held invalid 14. ARBITRATION. or unenforceable under applicable law, the policy shall be deemed not to include Either the Company or the Insured may demand that the claim or controversy that provision or such part held to be invalid and all other provisions shall remain shall be submitted to arbitration pursuant to the Title Insurance Arbitration in full force and effect. Rules of the American Land Title Association ( "Rules "). Except as provided in 17. CHOICE OF LAW; FORUM. the Rules, there shall be no joinder or consolidation with claims or (a) Choice of Law: The Insured acknowledges the Company has controversies of other persons. Arbitrable matters may include, but are not underwritten the risks covered by this policy and determined the premium limited to, any controversy or claim between the Company and the Insured charged therefor in reliance upon the law affecting interests m eat arising out of or relating to this policy, any service in connection with its property and applicable to the interpretation, rights, remedies or issuance or the breach of a policy provision, or to any other controversy or claim enforcement of policies of title insurance of the jurisdiction where the - arising out of the transaction giving rise to this policy. All arbitrable matters Land is located. Therefore, the court or an arbitrator shall apply the law when the Amount of Insurance is $2,000,000 or less shall be arbitrated at the of the jurisdiction where the Land is located to determine the validity of option of either the Company or the Insured, unless the Insured is an individual claims against the Title that are adverse to the Insured, and in interpreting person (as distinguished from an Entity). All arbitrable matters when the and enforcing the terms of this policy. In neither case shall the court ur Amount of Insurance is in excess of $2,000,000 shall be arbitrated only when arbitrator apply its conflicts of laws principles to determine the applicable agreed to by both the C'ompany and the Insured. Arbitration pursuant to this taw' policy and under the Rules shall be binding upon the parties. Judgment upon (b) Choice of Forum: Any litigation or other proceeding brought by the the award rendered by theArbitrator(s) may be entered in any court of competent Insured against the Company must be tiled only in a slate or federal court jurisdiction, within the United States of America or its territories having appropriate 15. LIABILITY LIMITED TO THIS POLICY; POLICY ENTIRE CONTRACT. jurisdiction. (a) This policy together with all endorsements, if any, attached to it by the 18. NOTICES, WHERE SENT. Company is the entire policy and contract between the Insured and the Any notice of claim and any other notice or statement in writing required to Company. In interpreting any provision of this policy, this policy shall be be given the Company under this Policy muss be given to the Company at I Y• P b Y I I Y• P Y National Claims Administration, P.O. Box 45023, Jacksonville, Florida 32232 - construed as a whole. 5023. (b) Any claim of loss or damage that arises out of the status of the Title or by 8139843 (2/10) Owner's Policy of Title insurance T -I (2/01/10) • accordance with these Conditions, the payment shall be made within 30 days. any action asserting such claim, shall be restricted to This policy. •13 RIG "ITS OF RECOVERY UPON PAYMENT OR SETTLEMENT. (c) Any amendment of or endorsement to this policy must be in •vriting and (a) Whenever the Company shall have settled and paid a claim under this policy. authenticated by an authorized person, or expressly incorporated by it shall be subrogated and entitled to the rights of the Insured Claimant in ScheduleA of this policy. the Title and all other rights and remedies in respect to the claim that the (d) Each endorsement to this policy issued at any time is made a part of Insured Claimant has against any person or property, to the extent of the this policy and is subject to all of its terms and provisions. Except as the amount of any loss, costs, attorneys' fees and expenses paid by the Company. endorsement expressly states. it does not (1) modify any oldie terms rind If requested by the Company. the Insured Claimant shall execute provisions of the policy, (ii) modify any prior endorsement, (iii) extend the documents to evidence the transfer to the Company of these rights and Date of Policy or (iv) increase the Amount or Insurance. Each remedies. The Insured Claimant shall permit the Company to sue, Commitment, endorsement or other form, or provision in 1110 Schedules compromise or settle in the name of the insured Claimant and to use the to this policy that refers to a term defined in Section 1 of the Conditions name of the Insured Claimant in any transaction or litigation involving these shall be deemed to refer to the term regardless of whether the term is rights and remedies. If a payment on account ofa claim does not fully cover capitalized in the Commitment, endorsement or other lixm, or the loss of the Insured Claimant, the Company shall defer the exercise of Schedule. its right 10 recover until after the Insured Claimant shall have recovered its loss. Each Commitment, endorsement or other form, or provision in the Schedules (b) The Company's right of subrogation includes the rights of the Insured to that refers to the Conditions and Stipulations shall be deemed to refer to the indemnities. guaranties, other policies of insurance Or bonds, Conditions of this policy. notwithstanding any terms or conditions contained in those instruments that 16. SEVERABILITY. address subrogation rights. In the event any provision of this policy, in whole or in part, is held invalid 14. ARBITRATION. or unenforceable under applicable law, the policy shall be deemed not to i nclude Either the Company or the Insured may demand that the claim or controversy that provision or such part held to be invalid and all other provisions shall rema shall be submitted ti arbitration pursuant to the Title Insurance Arbitration n full force and effect. Rules of the American Land Title Association ( "Rules "). Except as provided in 17. CHOICE OF LAW; FORUM. the Rules, there shall be no joinder or consolidation with claims or (a) Choice of Law: The Insured acknowledges the Company has controversies of other persons. Arbitrable matters may include, but are not underwritten the risks covered by this policy and determined the premium limited to, any controversy or claim between the Company and the Insured charged therefor in reliance upon the law affecting interests in real arising out of or relating to this policy, any service in connection with its property and applicable to the interpretation, rights, remedies or issuance or the breach ofa policy provision. or to any other controversy or claim enforcement of policies of title insurance of the jurisdiction where the arising out of the transaction giving rise to this policy. All arbitrable matters Land is located. "therefore, the court or an arbitrator shall apply the law when the Amount of Insurance is $2,000,000 or less shall be arbitrated at the of the jurisdiction where the Land is located to determine the validity of option of either the Company or the Insured, unless the Insured is an individual claims against the Title that are adverse to the Insured, and in interpreting person (as distinguished from an Entity). All arbitrable matters when the and enforcing the terms of this policy. In neither case shall the court or Amount of Insurance is in excess of $2,000,000 shall be arbitrated only when arbitrator apply its conflicts of laws principles to determine the applicable agreed to by both the Company and the Insured. Arbitration pursuant to this law. policy and under the Rules shall be binding upon the parties. Judgment upon (b) Choice of Forum: Any litigation or other proceeding brought by the the award rendered by the.Arbitrator(s) may be entered in any court of competent Insured against the Company must be tiled only in a slate or federal court jurisdiction. within the United States of America or its territories having appropriate 15. LIABILITY LIMITED TO THIS POLICY; POLICY ENTIRE CONTRACT. jurisdiction. (a) This policy together with all endorsements, if any, attached to it by the 18. NOTICES, WHERE SENT. Company is the entire policy and contract between the Insured and the Any notice of claim and any other notice or statement in writing required to Company. In interpreting any provision of this policy, this policy shall be be given the Company under this Policy must be given to the Company at construed as a whole. National Claims Administration, P.O. Box 45023, Jacksonville, Florida 32232 - (b) Any claim of loss or damage that arises out of the status of the Title or by 5023. 8139843 (2 /10) Owner's Policy of Title Insurance T -1 (2/01/10)