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HomeMy WebLinkAboutSUN COMMUNITIES - THE FOOTHILLS - FDP220005 - SUBMITTAL DOCUMENTS - ROUND 4 - LEGAL DOCUMENTS (3)TITLE DEPARTMENT – DELIVERY TRANSMITTAL 7251 West 20th Street, Building L, Suite 100 Greeley, CO 80634 (970) 330-4522 Fax: (866) 828-0844 81306 (6/06)ALTA Owner’s Policy (6/17/06) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. Sun Foothills Fort Collins LLC, a Michigan limited liability company File Number: 459-H0582786-081-KT6 Property Address: Vacant Land, Fort Collins, CO Policy Number: CO-FFAH-IMP-81306-1-20-H0582786 Dear New Property Owner: Congratulations on your real estate purchase. Enclosed is your Policy of Title Insurance. This policy contains important information about your real estate transaction, and it insures you against certain risks to your ownership. Please read it and retain it with your other valuable papers. A permanent record of your recorded title documents is accessible through our office. These records will enable prompt processing of future title orders and save valuable time should you wish to sell or obtain a loan on your property. Visit or call our office and simply give us your personal policy file number when you need assistance. In the event you sell your property or borrow money from a mortgage lender you may be entitled to a discount rate if you order your title insurance through this company. We appreciate the opportunity of serving you and will be happy to assist you in any way in regard to your future title service needs. Sincerely, Heritage Title Company, Inc. 81306 (6/06)ALTA Owner’s Policy (6/17/06) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. Commonwealth Land Title Insurance Company POLICY NO.: CO-FFAH-IMP-81306-1-20-H0582786 OOWWNNEERR’’SS PPOOLLIICCYY OOFF TTIITTLLEE IINNSSUURRAANNCCEE 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 Florida 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. 3.Unmarketable 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; Order No.: H0582786-081-KT6 Policy No.: CO-FFAH-IMP-81306-1-20-H0582786 81306 (6/06)ALTA Owner’s Policy (6/17/06) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. (c)the 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 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 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 to 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. IN WITNESS WHEREOF, COMMONWEALTH LAND TITLE INSURANCE COMPANY has caused this policy to be signed and sealed by its duly authorized officers. Commonwealth Land Title Insurance Company Countersigned: By: Authorized Officer or Agent Order No.: H0582786-081-KT6 Policy No.: CO-FFAH-IMP-81306-1-20-H0582786 81306 (6/06)ALTA Owner’s Policy (6/17/06) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. 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 improvement erected on the Land; (iii)the subdivision of land; or (iv)environmental protection; or the effect of any 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 1(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 10); 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 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. CONDITIONS 1.DEFINITION OF TERMS 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 decreased by Sections 10 and 11 of these Conditions. (b)“Date of Policy”: The date designated as ‘Date of Policy” in Schedule A. (c)“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; (B)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 of an 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)if the grantee wholly owns the named Insured, (3)if the grantee is wholly- owned by an affiliated Entity of the named Insured, provided the affiliated Entity and the named Insured are both wholly-owned by the same person or Entity, or (4)if the grantee is a trustee or beneficiary of a trust created by a written instrument established by the Insured named in Schedule A for estate planning purposes. (ii)With regard to (A), (B), (C), and (D) reserving, however, all rights and defenses as to any successor that the Company would have had against any predecessor Insured. (e)“Insured Claimant”: An Insured claiming loss or damage. (f)“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 impart constructive notice of matters affecting the Title. (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 easement in abutting streets, roads, avenues, alleys, lanes, ways, or waterways, but this does not modify or limit the extent that a right of access to and from the Land is insured by this policy. (h)“Mortgage”: Mortgage, deed of trust, trust deed, or other security instrument, including one evidenced by electronic means authorized by law. (i)“Public Records”: Records established under state statutes at Date 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 clerk of the United States District Court for the district where the Land is located. (j)“Title”: The estate or interest described in Schedule A. (k)“Unmarketable Title”: Title affected by an alleged or apparent matter that would permit a prospective purchaser or lessee of the Title 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. 2.CONTINUATION OF INSURANCE The coverage of this policy shall continue in force as of Date 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 not continue 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. 3.NOTICE OF CLAIM TO BE GIVEN BY INSURED CLAIMANT The Insured shall notify the Company promptly in writing (i) in case of any litigation as set forth in Section 5(a) of these Conditions, (ii) 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, or (iii) if the Title, as insured, is rejected as Unmarketable Title. 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. 4.PROOF OF LOSS 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. Order No.: H0582786-081-KT6 Policy No.: CO-FFAH-IMP-81306-1-20-H0582786 81306 (6/06)ALTA Owner’s Policy (6/17/06) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. 5.DEFENSE AND PROSECUTION OF ACTIONS (a)Upon written request by the Insured, and subject to the options contained in Section 7 of these Conditions, the Company, at its own cost and without 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 to 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 fees 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 Section 7 of these Conditions, 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 court of competent jurisdiction, and it expressly reserves the right, in its sole discretion, to appeal from any adverse judgment or order. 6.DUTY OF INSURED CLAIMANT TO COOPERATE (a)In all cases where this policy permits or requires the Company to prosecute or provide for the defense of any action or proceeding and any appeals, the Insured shall secure to the Company the 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 reasonable aid (i) in securing evidence, obtaining witnesses, prosecuting or defending the action or proceeding, or effecting settlement, and (ii) in any other lawful act that in the opinion of the 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 furnish 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 after 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 control 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 reasonably necessary information from third parties as required in this subsection, unless prohibited by law or governmental regulation, shall terminate any liability of the Company under this policy as to that claim. 7.OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS; TERMINATION OF LIABILITY In case of a claim under this policy, the Company shall have the following additional options: (a)To Pay or Tender Payment of the Amount of Insurance. To pay or tender payment of the Amount of Insurance 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. (i)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 (ii)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 exercise 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. 8.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 extent of liability of the Company for loss or damage under this policy shall not exceed the lesser of (i)the Amount of Insurance; or (ii)the difference between the value of the Title as insured and the value of the Title subject to the risk insured against by this policy. (b)If the Company pursues its rights under Section 5 of these Conditions and is unsuccessful in establishing the Title, as insured, (i)the Amount of Insurance shall be increased by 10%, and (ii)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 Claimant or as of the 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 of these Conditions. 9.LIMITATION OF LIABILITY (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, or cures the claim of Unmarketable Title, all as insured, 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 there 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 payment. 11.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 to which the Insured has agreed, assumed, or taken subject, or which is executed by an Insured after Date 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. 12.PAYMENT OF LOSS 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. 13.RIGHTS OF RECOVERY UPON PAYMENT OR SETTLEMENT (a)Whenever the Company shall have settled and paid a claim under this policy, it shall be Order No.: H0582786-081-KT6 Policy No.: CO-FFAH-IMP-81306-1-20-H0582786 81306 (6/06)ALTA Owner’s Policy (6/17/06) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. 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 Claimant shall permit the Company to sue, compromise, or settle in the name of the Insured Claimant and to use the name of the Insured Claimant in any transaction or litigation involving these rights and remedies. If a payment on account of a claim does not fully cover the loss of the 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. 14.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 relating to this policy, any service in connection with its issuance or the breach of a policy provision, or to any 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. 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 the Arbitrator(s) may be entered in any court of competent jurisdiction. 15.LIABILITY LIMITED TO THIS POLICY; POLICY ENTIRE 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 Schedule A of this 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 (i) modify any of the terms and provisions of the policy, (ii) modify any prior endorsement, (iii) extend the Date of Policy, or (iv) increase the Amount of Insurance. 16.SEVERABILITY 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, but 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 to interpret and enforce the terms of this policy. In neither case shall the court or arbitrator apply its conflicts of law 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 to the Company under this policy must be given to the Company at Commonwealth Land Title Insurance Company, Attn: Claims Department, Post Office Box 45023, Jacksonville, Florida 32232-5023. Order No.: H0582786-081-KT6 Policy No.: CO-FFAH-IMP-81306-1-20-H0582786 81306A (6/06) ALTA Owner’s Policy (6/17/06) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. NOTICE CONCERNING FRAUDULENT INSURANCE ACTS (This Notice is Permanently Affixed Hereto) It is unlawful to knowingly provide false, incomplete, or misleading facts or information to an insurance company for the purpose of defrauding or attempting to defraud the company. Penalties may include imprisonment, fines, denial of insurance, and civil damages. Any insurance company or agent of an insurance company who knowingly provides false, incomplete, or misleading facts or information to a policyholder or claimant for the purpose of defrauding or attempting to defraud the policyholder or claimant with regard to a settlement or award payable from insurance proceeds shall be reported to the Colorado Division of Insurance within the department of regulatory agencies. C. R. S. A. § 10-1-128 (6)(a). Order No.: H0582786-081-KT6 Policy No.: CO-FFAH-IMP-81306-1-20-H0582786 81306A (6/06) ALTA Owner’s Policy (6/17/06) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. Commonwealth Land Title Insurance Company SCHEDULE A Name and Address of Title Insurance Company: Heritage Title Company, Inc. 3491 E. Harmony Rd., Ste. 110, Fort Collins, CO 80528 Policy No.: CO-FFAH-IMP-81306-1-20-H0582786 Order No.: H0582786-081-KT6 Address Reference: Vacant Land, Fort Collins, CO Amount of Insurance: $1,280,000.00 Date of Policy: July 29, 2021 at 3:56 P.M. 1.Name of Insured: Sun Foothills Fort Collins LLC, a Michigan limited liability company 2.The estate or interest in the Land that is insured by this policy is: FEE SIMPLE 3.Title is vested in: Sun Foothills Fort Collins LLC, a Michigan limited liability company 4.The Land referred to in this policy is described as follows: See Exhibit A attached hereto and made a part hereof. Order No.: H0582786-081-KT6 Policy No.: CO-FFAH-IMP-81306-1-20-H0582786 81306A (6/06) ALTA Owner’s Policy (6/17/06) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. EXHIBIT A LEGAL DESCRIPTION THE LAND REFERRED TO IN THIS POLICY IS DESCRIBED AS FOLLOWS: THAT PORTION OF THE NORTH 1/2 OF SECTION 13, TOWNSHIP 6 NORTH, RANGE 69 WEST OF THE 6TH PRINCIPAL MERIDIAN, LARIMER COUNTY, COLORADO, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: CONSIDERING THE NORTH-SOUTH CENTERLINE OF SAID SECTION 13 AS BEARING SOUTH 00 DEGREES 27 MINUTES 00 SECONDS EAST AND WITH ALL BEARINGS CONTAINED HEREIN RELATIVE THERETO: BEGINNING AT THE NORTH 1/4 CORNER OF SAID SECTION 13; THENCE ALONG THE NORTH-SOUTH CENTERLINE OF SAID SECTION 13 SOUTH 00 DEGREES 27 MINUTES 00 SECONDS EAST 524.70 FEET; THENCE SOUTH 89 DEGREES 33 MINUTES 00 SECONDS WEST 460.00 FEET; THENCE SOUTH 00 DEGREES 27 MINUTES 00 SECONDS EAST 200.00 FEET; THENCE SOUTH 51 DEGREES 15 MINUTES 45 SECONDS EAST 593.49 FEET; THENCE EAST 600.00 FEET; THENCE NORTH 00 DEGREES 27 MINUTES 00 SECONDS WEST 1083.62 FEET TO THE NORTH LINE OF THE NORTHEAST 1/4 OF SAID SECTION 13; THENCE ALONG SAID NORTH LINE NORTH 88 DEGREES 27 MINUTES 55 SECONDS WEST 600.34 FEET TO THE POINT OF BEGINNING. Order No.: H0582786-081-KT6 Policy No.: CO-FFAH-IMP-81306-1-20-H0582786 81306B (6/06) ALTA Owner’s Policy (6/17/06) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. SCHEDULE B 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: 1.Intentionally deleted. 2.Intentionally deleted. 3.Intentionally deleted. 4.Intentionally deleted. 5.Intentionally deleted. 6.Intentionally deleted. 7.Taxes and assessments for the year 2021 and subsequent years, a lien, not yet due or payable. 8.Intentionally deleted. 9.Intentionally deleted. 10.Reservations made by the Union Pacific Railway Company in the deed set forth below, providing substantially as follows: Reserving unto the company and its assigns all coal that may be found underneath surface of the Land and the exclusive right to prospect and mine for same, also such right of way and other grounds as may appear necessary for proper working of any coal mines that may be developed upon the Land, and for transportation of coal from same, and any and all assignments thereof or interests therein: Recording Date:January 4, 1890 Recording No.:Book 69 at Page 177 (NE ¼) and Recording Date:June 6, 1893 Recording No:Book 96 at Page 375 (NW ¼) 11.Reservations, terms, conditions, provisions, agreements and obligations contained in the Warranty Deed as set forth below: Recording Date:May 27, 1919 Recording No.:Book 392 at Page 546. 12.Reservations, terms, conditions, provisions, agreements and obligations contained in the Warranty Deed as set forth below: Recording Date:December 18, 1920 Recording No.:Book 412 at Page 306. 13.Undivided one-half of grantor’s interest in all oil, gas and other mineral rights reserved in the instrument set forth below, and any and all assignments thereof or interests therein: Order No.: H0582786-081-KT6 Policy No.: CO-FFAH-IMP-81306-1-20-H0582786 SCHEDULE B (Continued) 81306B (6/06) ALTA Owner’s Policy (6/17/06) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. Reserved by:Charles Vaughn Recording Date:December 19, 1956 Recording No.:Book 1036 at Page 139. 14.Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to:Mountain States Telephone and Telegraph Company Purpose:Communications and other facilities Recording Date:December 24, 1975 Recording No:Book 1678 at Page 763. 15.Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to:US West Communications, Inc., a Colorado corporation Purpose:Telecommunications facilities Recording Date:March 3, 1993 Recording No:93013550. Note: the above instrument refers to Book 9101 Page 7796. Larimer County does not have book nos. that high. Reception Number 91017796 is the current vesting deed for the subject property. 16.Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to:the City of Fort Collins, Colorado, a Municipal Corporation Purpose:Temporary turnaround at the end of Crown Ridge Lane Recording Date:February 12, 2001 Recording No:2001009969. 17.Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to:the City of Fort Collins, Colorado, a Municipal Corporation Purpose:Landscaping and related landscape improvements Recording Date:February 12, 2001 Recording No:2001009970. 18.Easement(s) for the purpose(s) shown below and rights incidental thereto, as granted in a document: Granted to:the City of Fort Collins, Colorado, a Municipal Corporation Purpose:Landscaping and related landscape improvements Recording Date:February 12, 2001 Recording No:2001009971. 19.Request for Notification of Surface Development recorded May 20, 2002 at Reception Number 2002055116. 20.Any taxes or assessments by reason of the inclusion of the Land in the Municipal Subdistrict, Northern Colorado Water Conservancy District as disclosed by Order for Inclusion recorded August 10, 2007 at Reception Number 20070061533. 21.Any taxes or assessments by reason of the inclusion of the Land in the Northern Colorado Water Conservancy District recorded September 30, 2010 at Reception Number 20100058874. Order No.: H0582786-081-KT6 Policy No.: CO-FFAH-IMP-81306-1-20-H0582786 SCHEDULE B (Continued) 81306B (6/06) ALTA Owner’s Policy (6/17/06) Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. 22.Southwest Enclave Annexation Phase Three to the City of Fort Collins, Colorado recorded December 31, 2009 at Reception Number 20090090087. 23.Intentionally deleted. 24.Undivided all of grantor’s interest in all oil, gas and other mineral rights reserved in the instrument set forth below, and any and all assignments thereof or interests therein: Reserved by:M M P M S C, a Colorado limited liability company Recording Date:July 29, 2021 Recording No.:20210072332. 25.Any rights, interests, or claims which may exist or arise by reason of the following matters disclosed by survey, Job No.:19-8208A&B Dated:January 21, 2020, last revised June 8, 2020 Prepared by:Landco, L.P. Matters shown:Electrical line, transformer and telephone pedestals without the benefit of recorded easements. Note:Item(s) above refer to recorded evidence that a mineral estate has been severed, leased, or otherwise conveyed from the surface estate. Order No. H0582786-081-KT6 Policy No. CO-FFAH-IMP-81306-1-20-H0582786 81E711 ALTA 9.1-06 Covenants, Conditions and Restrictions – Unimproved Land – Owner’s Policy (4-2-12)Page 1 of 1 Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. ENDORSEMENT Attached to Policy No. CO-FFAH-IMP-81306-1-20-H0582786 Issued By Commonwealth Land Title Insurance Company 1.The insurance provided by this endorsement is subject to the exclusions in Section 4 of this endorsement; and the Exclusions from Coverage, the Exceptions from Coverage contained in Schedule B, and the Conditions in the policy. 2.For the purposes of this endorsement only, “Covenant” means a covenant, condition, limitation or restriction in a document or instrument in effect at Date of Policy. 3.The Company insures against loss or damage sustained by the Insured by reason of: a.A violation on the Land at Date of Policy of an enforceable Covenant, unless an exception in Schedule B of the policy identifies the violation; or b.A notice of a violation, recorded in the Public Records at Date of Policy, of an enforceable Covenant relating to environmental protection describing any part of the Land and referring to that Covenant, but only to the extent of the violation of the Covenant referred to in that notice, unless an exception in Schedule B of the policy identifies the notice of the violation. 4.This endorsement does not insure against loss or damage (and the Company will not pay costs, attorneys' fees, or expenses) resulting from: a.any Covenant contained in an instrument creating a lease; b.any Covenant relating to obligations of any type to perform maintenance, repair, or remediation on the Land; or c.except as provided in Section 3.b, any Covenant relating to environmental protection of any kind or nature, including hazardous or toxic matters, conditions, or substances. This endorsement is issued as part of the policy. Except as it expressly states, it does not (i) modify any of the terms and provisions of the policy, (ii) modify any prior endorsements, (iii) extend the Date of Policy, or (iv) increase the Amount of Insurance. To the extent a provision of the policy or a previous endorsement is inconsistent with an express provision of this endorsement, this endorsement controls. Otherwise, this endorsement is subject to all of the terms and provisions of the policy and of any prior endorsements. Dated: July 29, 2021 Commonwealth Land Title Insurance Company By: President Countersigned: By: Authorized Officer or Agent Attest: Secretary Order No. H0582786-081-KT6 Policy No. CO-FFAH-IMP-81306-1-20-H0582786 81E125 ALTA 17-06 Access and Entry (6-17-06)Page 1of 1 Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. ENDORSEMENT Attached to Policy No.: CO-FFAH-IMP-81306-1-20-H0582786 Issued by Commonwealth Land Title Insurance Company The Company insures against loss or damage sustained by the Insured if, at Date of Policy (i) the Land does not abut and have both actual vehicular and pedestrian access to and from East Trilby Road (the “Street”), (ii) the Street is not physically open and publicly maintained, or (iii) the Insured has no right to use existing curb cuts or entries along that portion of the Street abutting the Land. This endorsement is issued as part of the policy. Except as it expressly states, it does not (i) modify any of the terms and provisions of the policy, (ii) modify any prior endorsements, (iii) extend the Date of Policy, or (iv) increase the Amount of Insurance. To the extent a provision of the policy or a previous endorsement is inconsistent with an express provision of this endorsement, this endorsement controls. Otherwise, this endorsement is subject to all of the terms and provisions of the policy and of any prior endorsements to it. Dated: July 29, 2021 Commonwealth Land Title Insurance Company By: President Countersigned: By: Authorized Officer or Agent Attest: Secretary Order No. H0582786-081-KT6 Policy No. CO-FFAH-IMP-81306-1-20-H0582786 81E127 ALTA 18-06 Single Tax Parcel (6-17-06)Page 1of 1 Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. ENDORSEMENT Attached to Policy No.: CO-FFAH-IMP-81306-1-20-H0582786 Issued by Commonwealth Land Title Insurance Company The Company insures against loss or damage sustained by the Insured by reason of the Land being taxed as part of a larger parcel of land or failing to constitute a separate tax parcel for real estate taxes. This endorsement is issued as part of the policy. Except as it expressly states, it does not (i) modify any of the terms and provisions of the policy, (ii) modify any prior endorsements, (iii) extend the Date of Policy, or (iv) increase the Amount of Insurance. To the extent a provision of the policy or a previous endorsement is inconsistent with an express provision of this endorsement, this endorsement controls. Otherwise, this endorsement is subject to all of the terms and provisions of the policy and of any prior endorsements to it. Dated: July 29, 2021 Commonwealth Land Title Insurance Company By: President Countersigned: By: Authorized Officer or Agent Attest: Secretary Order No. H0582786-081-KT6 Policy No. CO-FFAH-IMP-81306-1-20-H0582786 81E130 ALTA 19.1-06 Contiguity – Single Parcel (6-17-06)Page 1of 1 Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. ENDORSEMENT Attached to Policy No.: CO-FFAH-IMP-81306-1-20-H0582786 Issued by Commonwealth Land Title Insurance Company The Company insures against loss or damage sustained by the Insured by reason of: 1.the failure of the Land to be contiguous to a portion of the property described as 6750 South College Avenue on Confirmation Deed recorded September 1, 2009 at Reception No. 20090060930, Larimer County records along the westerly boundary line(s) EXCEPTING THAT PORTION THEREOF SURROUNDING ROBERT BENSON LAKE; or 2.the presence of any gaps, strips, or gores separating the contiguous boundary lines described above. This endorsement is issued as part of the policy. Except as it expressly states, it does not (i) modify any of the terms and provisions of the policy, (ii) modify any prior endorsements, (iii) extend the Date of Policy, or (iv) increase the Amount of Insurance. To the extent a provision of the policy or a previous endorsement is inconsistent with an express provision of this endorsement, this endorsement controls. Otherwise, this endorsement is subject to all of the terms and provisions of the policy and of any prior endorsements to it. Dated: July 29, 2021 Commonwealth Land Title Insurance Company By: President Countersigned: By: Authorized Officer or Agent Attest: Secretary Order No. H0582786-081-KT6 Policy No. CO-FFAH-IMP-81306-1-20-H0582786 81E494 ALTA 25.1-06 Same as Portion of Survey (10-16-08)Page 1 of 1 Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. ENDORSEMENT Attached to Policy No.: CO-FFAH-IMP-81306-1-20-H0582786 Issued by Commonwealth Land Title Insurance Company The Company insures against loss or damage sustained by the Insured by reason of the failure of the Land as described in Schedule A to be the same as that identified as Site B on the survey made by Landco, L.P. dated January 21, 2020, last revised June 8, 2020, and designated Job No. 19-8208A&B. This endorsement is issued as part of the policy. Except as it expressly states, it does not (i) modify any of the terms and provisions of the policy, (ii) modify any prior endorsements, (iii) extend the Date of Policy or (iv) increase the Amount of Insurance. To the extent a provision of the policy or a previous endorsement is inconsistent with an express provision of this endorsement, this endorsement controls. Otherwise, this endorsement is subject to all of the terms and provisions of the policy and of any prior endorsements to it. Dated: July 29, 2021 Commonwealth Land Title Insurance Company By: President Countersigned: By: Authorized Officer or Agent Attest: Secretary Order No. H0582786-081-KT6-LVV Policy No. CO-FFAH-IMP-81306-1-20-H0582786 81E746 ALTA 39-06 Policy Authentication (4-2-13)Page 1 of 1 Copyright American Land Title Association. All rights reserved. The use of this Form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association. ENDORSEMENT Attached to Policy No.: CO-FFAH-IMP-81306-1-20-H0582786 Issued by Commonwealth Land Title Insurance Company When the policy is issued by the Company with a policy number and Date of Policy, the Company will not deny liability under the policy or any endorsements issued with the policy solely on the grounds that the policy or endorsements were issued electronically or lack signatures in accordance with the Conditions. This endorsement is issued as part of the policy. Except as it expressly states, it does not (i) modify any of the terms and provisions of the policy, (ii) modify any prior endorsements, (iii) extend the Date of Policy, or (iv) increase the Amount of Insurance. To the extent a provision of the policy or a previous endorsement is inconsistent with an express provision of this endorsement, this endorsement controls. Otherwise, this endorsement is subject to all of the terms and provisions of the policy and of any prior endorsements. Dated: July 29, 2021 Commonwealth Land Title Insurance Company By: President Countersigned: By: Authorized Officer or Agent Attest: Secretary Order No. H0582786-081-KT6 Policy No. CO-FFAH-IMP-81306-1-20-H0582786 SE-91 Deletion of Arbitration – ALTA Owner’s Policy (Owner) ENDORSEMENT Attached to Policy No.: CO-FFAH-IMP-81306-1-20-H0582786 Issued by Commonwealth Land Title Insurance Company The policy is hereby amended by deleting Paragraph 14 of the Conditions, relating to Arbitration. This endorsement is issued as part of the policy. Except as it expressly states, it does not (i) modify any of the terms and provisions of the policy, (ii) modify any prior endorsements, (iii) extend the Date of Policy, or (iv) increase the Amount of Insurance. To the extent a provision of the policy or a previous endorsement is inconsistent with an express provision of this endorsement, this endorsement controls. Otherwise, this endorsement is subject to all of the terms and provisions of the policy and of any prior endorsements. Dated: July 29, 2021 Commonwealth Land Title Insurance Company By: President Countersigned: By: Authorized Officer or Agent Attest: Secretary Order No. H0582786-081-KT6 Policy No. CO-FFAH-IMP-81306-1-20-H0582786 CO 100.31-06 Surface Damage Minerals (Owner) ENDORSEMENT Attached to Policy No.: CO-FFAH-IMP-81306-1-20-H0582786 Issued by Commonwealth Land Title Insurance Company The Company insures the Insured against loss which the insured shall sustain by reason of: physical, but not aesthetic damage to improvements existing on the Land at Date of Policy or constructed on the Land after Date of Policy resulting from the exercise of any right to use the surface of the Land for the extraction or development of the minerals, oil, gas, and coal as shown and excepted in Paragraph 10 in Schedule B, subject, however, to the following terms and conditions: 1.The Insured shall notify the Company promptly in writing in case knowledge shall come to an Insured hereunder of any actual or threatened exercise of the mineral rights. 2.The Company shall have the right, at its cost, to take any action which in its opinion may be necessary or desirable in order for the Company to avoid or minimize the extent of its liability under this endorsement, including, but to limited to, any or all of the following: a.In the Company’s own right, or in the name of the Insured for the Company’s benefit, to institute, prosecute and pursue to final determination any proceedings at law or in equity, or before any municipal, administrative, or regulatory tribunal or board: b.In the Company’s own right, or in the name of the Insured for the Company’s benefit, to compel the giving of security bond or undertaking by the person or persons from whom the Insured is entitled by law to such security, bond or undertaking, and in the same amount or amounts to which the Insured would have been so entitled had this endorsement not been issued; and c.to retain or be paid out of any such security, bond or undertaking, or out of any compensation or funds recovered by the Company or the Insured, such amount as will reimburse the Company for all Payments made to the Insured by the Company by reason of the insurance afforded by this endorsement, together with all costs and expenses incurred by the Company in connection therewith, including attorney’s fees. 3.No rights, benefits or defenses are intended to or shall be deemed to flow or be made available to any person or Entity other than the Insured by reason of the insurance afforded by this endorsement, and the Insured agrees that all of the Insured’s rights and remedies against third parties relating to the subject matter of this endorsement shall be deemed to have remained intact, in the same manner as if this endorsement had not been issued. This endorsement is issued as part of the policy. Except as it expressly states, it does not (i) modify any of the terms and provisions of the policy, (ii) modify any prior endorsements, (iii) extend the Date of Policy, or (iv) increase the Amount of Insurance. To the extent a provision of the policy or a previous endorsement is inconsistent with an express provision of this endorsement, this endorsement controls. Otherwise, this endorsement is subject to all of the terms and provisions of the policy and of any prior endorsements Dated: July 29, 2021 Commonwealth Land Title Insurance Company By: President Countersigned: By: Authorized Officer or Agent Attest: Secretary