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LOAN POLICY OF TITLE INSURANCE .. ISSUED By LOAN POLICY OF TITLE INSURANCE POLICY NUMBER GSI-00993bl ~wyers lide Insurance@rpg!i!tiQll SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE B AND THE CONDITIONS AND STIPULATIONS, LAWYERS TITLE INSURANCE CORPORATION, a Virginia corporation, herein called the Company, insures, as of Date of Policy shown in Schedule A, against loss or damage, not exceeding the Amount of Insurance stated in Schedule A, sustained or incurred by the insured by reason of: 1. Title to the estate or interest described in Schedule A being vested other than as stated therein: 2. Any defect in or lien or encumbrance on the title; 3. UnmarKetability of the title; 4. Lack of a right of access to and from the land; 5. The invalidity or unenforceability of the lien of the insured mortgage upon the title; 6. The priority of any lien or encumbrance over the lien of the insured mortgage; 7. Lack of priority of the lien of the insured mortgage over any statutory lien for services, labor or material: (a) arising from an improvement or work related to the land which is contracted for or commenced prior to Date of Policy; or (b) arising from an improvement or work related to the land which is contracted for or commenced subsequent to Date of Policy and which is financed in whole or in part by proceeds of the indebtedness secured by the insured mortgage which at Date of Policy the insured has advanced or is obligated to advance; 8. The invalidity or unenforceability of any assignment of the insured mortgage, provided the assignment is shown in Schedule A, or the failure of the assignment shown in Schedule A to vest title to the insured mortgage in the named insured assignee free and dear of all liens. The Company will also pay the costs, attorneys' fees and expenses incurred in defense of the title or the lien of the insured mortgage, as insured, but only to the extent provided in the Conditions and Stipulations. IN WITNESS WHEREOF, LAWYERS TITLE INSURANCE CORPORATION has caused its corporate name and seal to be hereunto affixed by its duly authorized offICers. the Policy to become valid when countersigned by an authorized officer or agent of the Company. LAWYERS TITLE INSURANCE CORPORATION Attest: _/ J L? V 4- V ..... Secretary .............-....,"-, :-- ,liS un".;"" .;' ,,,~ ........--... ~ '. F ~ .... ..... ('0 .~ ;..1 -.- \?o~ ~t5fS.l:' Jl:I. \~~ I;; ~ 1I'L J~~ \~\ 1925 /~j "1 ........ ..... S I,,,,,,,'c;;~;;~ ..y ,,,,",....~- By: ?tCtu-t (j. ~ President 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 which arise by reason of: 1. (a) Any law, ordinance or governmental regulation (including but not limited to building and zoning laws, ordinances, or regulations) restricting, regulating, prohibiting or relating to (i) the occupancy, use, or enjoyment of the land; (ii) the character, dimensions or location of any improvement now or hereafter erected on the land; (iii) a separation in ownership or a change in the dimensions or area of the land or any parcel of which the land is or was a part; or (iv) environmental protection, or the effect of any violation of these laws, ordinances or governmental regulations, except to the extent that a notice of the enforcement thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. (b) Any governmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or a notice of a defect, lien or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy. 2. Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy, but not excluding from coverage any taking which has occurred prior to Date of Policy which would be binding on the rights of a purchaser for value without knowledge. 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 (except to the extent that this policy insures the priority of the lien of the insured mortgage over any statutory lien for services, labor or material); or (e) resulting in loss or damage which would not have been sustained if the insured claimant had paid value for the insured mortgage. 4. Unenforceability of the lien of the insured mortgage because of the inability or failure of the insured at Date of Policy, or the inability or failure of any subsequent owner of the indebtedness, to comply with applicable doing business laws of the state in which the land is situated. 5. Invalidity or unenforceability of the lien of the insured mortgage, or claim thereof, which arises out of the transaction evidenced by the insured mortgage and is based upon usury or any consumer credit protection or truth in lending law. 6. Any statutory lien for services, labor or materials (or the claim of priority of any statutory lien for services, labor or materials over the lien of the insured mortgage) arising from an improvement or work related to the land which is contracted for and commenced subsequent to Date of Policy and is not financed in whole or in part by proceeds of the indebtedness secured by the insured mortgage which at Date of Policy the insured has advanced or is obligated to advance. 7. Any claim, which arises out of the transaction creating the interest of the mortgagee insured by this policy, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that is based on: (a) the transaction creating the interest of the insured mortgagee being deemed a fraudulent conveyance or fraudulent transfer; or (b) the subordination of the interest of the insured mortgagee as a result of the application of the doctrine of equitable subordination; or (c) the transaction creating the interest of the insured mortgagee being deemed a preferential transfer except where the preferential transfer results from the failure: (i) to timely record the instrument of transfer; or (i1) of such recordation to impart notice to a purchaser for value or a judgment or lien creditor. ~1I111111"''''''"l1l11l1l1llllllllll'''''lIIlllllnllallllllnlll_'RI''''.'III''' ___....,.,IIUIIIII..IEIlII_IIIII..'_._...._IIIII...,IIIIDIllIIIIiIIIIIIIIlIIIIIIIIIUIIIIIIIUIIIIIllIIIllIIUIIIIIIUlIIIIIDIIDIIUIIDIIII- .._81l111lllll1l1l1l11l1l11nllllllllllllnllllll..,IIIIIIIIIIIIIIIIIIIIIIIIIIIIIII' ALTA Loan Policy (10-17-92) With Florida Modifications Form.1191-71 Valid only if Schedules A and B are attached ORIGINAL CONDITIONS AND STIPULATIONS 1. DEFINITION OF TERMS. The following terms when used in this policy mean: (a) "insured": the insured named in Schedule A. The term "insured" also includes (i) the owner of the indebtedness secured by the insured mortgage and each successor in ownership of the indebtedness except a successor who is an obligor under the provisions of Section 12(c) of these Conditions and Stipulations (reserving, however, all rights and defenses as to any successor that the Company would have had against any predecessor insured, unless the successor acquired the indebtedness as a purchaser for value without knowledge of the asserted defect, lien, encumbrance, adverse claim or other matter insured against by this policy as affecting title te the estate or interest in the land); (ii) any governmental agency or governmental instrumentality which is an insurer or guarantor under an insurance contract or guaranty insuring or guaranteeing the indebtedness secured by the insured mortgage, or any part thereof, whether named as an insured herein or not; (iii) the parties designated in Section 2(a) of these Conditions and Stipulations. (b) "insured claimanf': an insured claiming loss or damage. (c) "knowledge" or "known": actual knowledge, not constructive knowledge or notice which may be imputed to an insured by reason of the pUblic records as defined in this policy or any other records which impart constructive notice of matters affecting the land. (d) "land": the land described or referred to in Schedule A, and improvements affixed thereto which by law constitute real property. The term "land" does not include any property beyond the lines of the area described or referred to in Schedule A, nor any right, title, interest, estate or easement in abutting streets, roads, avenues, alleys, lanes, ways or waterways, but nothing herein shall modify or limit the extent to which aright of access to and from the land is insured by this policy. (e) "mortgage": mortgage, deed of trust, trust deed, or other security instrument. (f) "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 Section 1 (a)(iv) of the Exclusions From Coverage, "public records" shall also include environmental protection liens filed in the records of the clerk of the United States district court for the district in which the land is located. (g) "unmarketability of the title": an alleged or apparent matter affecting the title to the land, not excluded or excepted from coverage, which would entitle a purchaser of the estate or interest described in Schedule A or the insured mortgage to be released from the obligation to purchase by virtue of a contractual condition requiring the delivery of marketable title. 2. CONTINUATION OF INSURANCE. (a) After Acquisition of Title. The coverage of this policy shall continue in force as of Date of Policy in favor of (i) an insured who acquires all or any part of the estate or interest in the land by foreclosure. trustee's sale, conveyance in lieu of foreclosure, or other legal manner which discharges the lien of the insured mortgage; (ii) a transferee of the estate or interest so acquired from an insured corporation, provided the transferee is the parent or wholly-owned subsidiary of the insured corporation, and their corporate successors by operation of law and not by purchase, subject to any rights or defenses the Company may have against any predecessor insureds; and (iii) any govemmental agency or govemmental instrumentality which acquires all or any part of the estate or interest pursuant to a contract of insurance or guaranty insuring or guaranteeing the indebtedness secured by the insured mortgage. (b) After Conveyance of Title. The coverage of this policy shall continue in force as of Date of Policy in favor of an insured only so long as the insured retains an estate or interest in the land, or holds an indebtedness 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 covenants of warranty made by the insured in any transfer or conveyance of the estate or interest. 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 indebtedness secured by a purchase money mortgage given to the insured. (c) Amount of Insurance. The amount of insurance after the acquisition or after the conveyance shall in neither event exceed the least of: (i) the Amount of Insurance stated in Schedule A; (ii) the amount of the principal of the indebtedness secured by the insured mortgage as of Date of Policy, interest thereon, expenses of foreclosure, amounts advanced pursuant to the insured mortgage to assure compliance with laws or to protect the lien of the insured mortgage prior to the time of acquisition of the estate or interest in the land and secured thereby and reasonable amounts expended to prevent deterioration of improvements, but reduced by the amount of all payments made; or (iii) the amount paid by any govemmental agency or governmental instrumentality, if the agency or instrumentality is the insured claimant, in the acquisition of the estate or interest in satisfaction of its insurance contract or guaranty. 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 4(a) below. (ii) in case knowledge shall come to an insured hereunder of any claim of title or interest which is adverse to the title to the estate or interest or the lien of the insured mortgage. as insured. and which might cause loss or damage for which the Company may be liable by virtue of this policy, or (iii) if title to the estate or interest or the lien of the insured mortgage, as insured. is rejected as unmarketable. If prompt notice shall not be given to the Company, then as to the insured all liability of the Company shall terminate with regard to the matter or matters for which prompt notice is required; provided, however, that failure to notify the Company shall in no case prejudice the rights of any insured under this policy unless the Company shall be prejudiced by the failure and then only to the extent of the prejudice. 4. DEFENSE AND PROSECUTION OF ACTIONS; DUTY OF INSURED CLAIMANT TO COOPERATE. (a) Upon written request by the insured and subject to the options contained in Section 6 of these Conditions and Stipulations, 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 adverse to the title or interest as insured, but only as to those stated causes of action alleging a defect, lien or encumbrance or other matter 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 and 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 which allege matters not insured against by this policy. (b) The Company shall have the right, at its own cost, to institute and prosecute any action or proceeding or to do any other act which in its opinion may be necessary or desirable to establish the title to the estate or interest or the lien of the insured mortgage, 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 hereunder, and shall not thereby concede liability or waive any provision of this policy. If the Company shall exercise its rights under this paragraph, it shall do so diligently. (c) Whenever the Company shall have brought an action or interposed defense as required or permitted by the provisions of this policy, the Company may pursue any litigation to final determination by a court of competent jurisdiction and expressly reserves the right, in its sole discretion, to appeal from any adverse judgment or order. (d) In all cases where this policy permits or requires the Company to prosecute or provide for the defense of any action or proceeding, the insured shall secure to the Company the right to so prosecute or provide defense in the action or proceeding, and all appeals therein, and permit the Company 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 any action or proceeding, securing evidence, obtaining witnesses, prosecuting or defending the action or proceeding, or effecting settlement, and (ii) in any other lawful act which in the opinion of the Company may be necessary or desirable to establish the title to the estate or interest or the lien of the insured mortgage, 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. 5. PROOF OF LOSS OR DAMAGE. In addition to and after the notices required under Section 3 of these Conditions and Stipulations have been provided the Company, a proof of loss or damage signed and sworn to by the insured claimant shall be furnished to the Company within 90 days after the insured claimant shall ascertain the facts giving rise to the loss or damage. The proof of loss or damage shall describe the defect in, or lien or encumbrance on the title, or other matter insured against by this policy which 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. If the Company is prejudiced by the failure of the insured claimant to provide the required proof of loss or damage, 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 proof of loss or damage. In addition, the insured claimant may reasonably be required to submit to examination under oath by any authorized representative of the Company and shall produce for examination, inspection and copying, at such reasonable times and places as may be designated by any authorized representative of the Company, all records, books, ledgers, checks, correspondence and memoranda, whether bearing a date before or after Date of Policy. which 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 records, books, ledgers, checks, correspondence and memoranda in the custody or control of a third party, which 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 other reasonably requested information or grant permission to secure reasonably necessary information from third parties as required in this paragraph, unless prohibited by law or governmental regulation, shall terminate any liability of the Company under this policy as to that claim. 6. 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 Payor Tender Payment of the Amount of Insurance or to Purchase the Indebtedness. (i) to payor tender payment of the amount of insurance under this policy together with any costs, attorneys' fees and expenses incurred by the insured claimant. which were authorized by the Company, up to the time of payment or tender of payment and which the Company is obligated to pay; or (ii) to purchase the indebtedness secured by the insured mortgage for the amount owing thereon together with any costs, attorneys' fees and expenses incurred by the insured claimant which were authorized by the company up to the time of purchase and which the Company is obligated to pay. If the Company offers to purchase the indebtedness as herein provided, the owner of the indebtedness shall transfer. assign. and convey the indebtedness and the insured mortgage, together with any collateral security. to the Company upon payment therefor. Upon the exercise by the Company of either of the options provided for in paragraphs a(i) or (ii). all liability and obligations to the insured under this policy, other than to make the payment required in those paragraphs, shall terminate, including any liability or obligation to defend, prosecute, or continue any litigation, " and the policy shall be surrendered to the Company for cancellation. Continued on next page of cover sheet LAWYERS TITLE INSURANCE CORPORATION NATIONAL HEADQUARTERS Richmond, Virginia ENVIRONMENTAL ENDORSEMENT CODE NAME: Greenwood Apartments CASE NO. 52112131LA/11478.017 Attached to and made a part of Lawyers Title Insurance Corporation Loan Policy No. G51-0099361. The insurance afforded by this endorsement is only effective if the land is used or is to be used primarily for residential purposes. The company insures the insured against loss or damage sustained by reason oflack of priority of the lien of the insured mortgage over: a. any environmental protection lien which, at Date of Policy, is recorded in those 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, or filed in the records of the clerk of the United States district court for the district in which the land is located, except as set forth in Schedule B; or b. any environmental protection lien provided for by any state statute in effect at Date of Policy, except environmental protection liens provided for by the following state statutes: NONE. This endorsement is made a part of this policy and is subject to all of the terms and provisions thereof and of any prior endorsements thereto. Except to the extent expressly stated, it neither modifies any of the terms and provisions of the policy and any prior endorsements, nor does it extend the effective date ofthe policy and any prior endorsement, nor does it increase the face amount thereof. IN WITNESS WHEREOF, the Company has caused this Endorsement to be signed and sealed as of the 6th day of May, 2002, to be valid when countersigned by an authorized officer or agent of the Company, all in accordance with its By-Laws. CO 150 West Flagler Street, Suite 2200 Miami, Florida 33130 Issued at: LA WYERS TITLE INSURANCE CORPORATION By: Robert C. Dawson, President Steams Weaver Miller Weissler Alhadeff & Sitterson, P.A. PATRICIA K. GREEN, ESQ. Attest: R.W. Jordan III, Secretary Form 91-186 035-2-091-1869/1 G:\W-BJM\1147S\OI7\T1TLEIALTA-S.1-CITYwpd ORIGINAL ALTA Endorsement - Form 8.1 (Environmental Protection Lien) (3/27/87) LAWYERS TITLE INSURANCE CORPORATION NATIONAL HEADQUARTERS Richmond, Virginia FLORIDA ENDORSEMENT FORM 9 (ReatrictiolU, Easements, Minerals) CODE NAME: Greenwood Apartments CASE NO. 52112131LAl11478.017 Attached to and made a part of Lawyers Title Insurance Corporation Loan Policy No. G51-0099361 dated April 4, 2002. The Company insures the owner of the indebtedness secured by the insured mortgage against loss or damage sustained by reason of: 1. Any incorrectness in the assurance that, at Date of Policy: a. There are no covenants, conditions or restrictions under which the lien of the mortgage referred to in Schedule A can be divested, subordinated or extinguished, or its validity, priority or enforceability impaired. b. Unless expressly excepted in Schedule B: (1) There are no present violations on the land of any enforceable covenants, conditions or restrictions, nor do any existing improvements on the land violate building setback lines shown on a plat of subdivision recorded or filed in the public records. (2) Any instrument referred to in Schedule B as containing covenants, conditions or restrictions on the land does not, in addition, (i) establish an easement on the land; (ii) provide a lien for liquidated damages; (iii) provide for a private charge or assessment; (iv) provide for an option to purchase, a right of ftrst refusal or the prior approval of a future purchaser or occupant. (3) There is no encroachment of existing improvements located on the land onto adjoining land, or any encroachment onto the land of existing improvements located on adjoining land. (4) There is no encroachment of existing improvements located on the land onto that portion of the land subject to any easement excepted in Schedule B. 2. Any future violation on the land of an existing covenant, condition or restriction occurring prior to the acquisition of title to the estate or interest in the land, provided the violation results in: a. impairment or loss of the lien of the insured mortgage; or b. loss of title to the estate or interest in the land if the insured shall acquire title in satisfaction of the indebtedness secured by the insured mortgage. 3. Damage to existing improvements (excluding lawns, shrubbery or trees): a. which are located on or encroach upon that portion of the land subj ect to any easement excepted in Schedule B, which damage results from the exercise of the right to maintain the easement for the purpose for which it was granted or reserved; or b. which results from the future exercise of any right to use the surface of the land for the extraction or development of minerals excepted from the description of the land or excepted in Schedule B. 4. Any ftnal court order or judgment requiring the removal from any land adjoining the land of any encroachment excepted in Schedule B. 5. Any ftnal court order or judgment denying the right to maintain any existing improvement on the land because of any violation of covenants, conditions or restrictions or building setback lines shown on a plat of subdivision recorded or filed in the public records. Wherever in this endorsement the words "covenants, conditions or restrictions" appear, they shall not be deemed to refer to or include the terms, covenants, conditions or limitations contained in an instrument creating a lease. '. The total liability of the Company under said policy, binder or commitment and under this and any prior endorsements thereto shall not exceed, in the aggregate, the amount ofliability stated on the face of said policy, binder or commitment, as the same may be specifically amended in dollar amount by this or any prior endorsements, and the costs which the Company is obligated to pay under the Conditions and Stipulations of the policy. This endorsement is made a part of said policy, binder or commitment and is subject to all the terms and provisions thereof, except as modified by the provisions hereof. Nothing herein contained shall be construed as extending or changing the effective date of the aforesaid policy, binder or commitment unless otherwise expressly stated. IN WITNESS WHEREOF, the Company has caused this Endorsement to be signed and sealed as of May 6, 2002, to be valid when countersigned by an authorized officer or agent of the Company, all in accordance with its By-Laws. Issued at Miami, Florida LAWYERS TITLE INSURANCE CORPORATION Marvin C. Bowling, Jr. President Authorized Officer or Agent PATRICIA K. GREEN, ESQ. R.W. Jordan, III Secretary Form 91.208 G:\ W -BJM\1147B\O I1\TITLE\FORM9-CfIY.wpd ORIGINAL 2-091-0908 '. LAWYERS TITLE INSURANCE CORPORATION NATIONAL HEADQUARTERS Richmond, Virginia SURVEY ENDORSEMENT CODE NAME: Greenwood Apartments CASE NO. 52112131LAl11478.017 Attached to and made a part of Lawyers Title Insurance Corporation Loan Policy No. G51-0099361. "The Company hereby acknowledges the lands described in Schedule A are the same lands described in the survey prepared by American Surveying Company of Tampa, Inc. last revised on March 29,2002, however the Company does not insure the accuracy or completeness of said survey." The total liability of the Company under said policy, binder or commitment and under this and any prior endorsements thereto shall not exceed, in the aggregate, the amount ofliability stated on the face of said policy, binder or commitment, as the same may be specifically amended in dollar amount by this or any prior endorsements, and the costs which the Company is obligated to pay under the Conditions and Stipulations of the policy. This endorsement is made a part of said policy, binder or commitment and is subject to all the terms and provisions thereof, except as modified by the provisions hereof. Nothing herein contained shall be construed as extending or changing the effective date of the aforesaid policy, binder or commitment unless otherwise expressly stated. IN WITNESS WHEREOF, the Company has caused this Endorsement to be signed and sealed as of May 6,2002, to be valid when countersigned by an authorized officer or agent of the Company, all in accordance with its By-Laws. Issued at Miami, Florida LA WYERS TITLE INSURANCE CORPORATION COUNTERSIGNED: STEARNS WEAVER MILLER WEI EFF & SITTERS ON, P.A. Charles H. Foster, Jr. President Russell W. Jordan, III Secretary Authorize Officer or Agent PATRICIA K. GREEN, ESQ. Form 91-2152-091-0915 ORlGINAL G:\W-BJM\11478\017\TITLEISURVEY-END-CITY.wpd '. LAWYERS TITLE INSURANCE CORPORATION NATIONAL HEADQUARTERS Richmond, Virginia SCHEDULE A LOAN POLICY Case No. Date of Polic Amount of Insurance Endorsements Polic Number 52112131LA/11478.017 April 4, 2002 at 4:39 P.M. $700,000.00 Florida Form 9 Survey Alta 8.1 G51-0099361 1. Name of Insured: CITY OF CLEAR WATER, its successors and assigns, as their interests may appear 2. The estate or interest in the land which is encumbered by the insured mortgage is: FEE SIMPLE 3. Title to the estate or interest in the land is vested in: GREENWOOD APARTMENTS, LLC, a Florida limited liability company 4. The insured mortgage and assignments thereof, if any, are described as follows: Mortgage and Security Agreement dated April 3, 2002, between Greenwood Apartments, LLC, a Florida limited liability company, as mortgagor, and City of Clearwater, as mortgagee, recorded on April 4, 2002, in Official Records Book 11928, Page 2494; as subordinated to the insured mortgage by Subordination Agreement recorded on April 4, 2002, in Official Records Book 11928, Page 2476. Note: The foregoing Mortgage is of equal dignity and priority as the mortgage in favor of the Housing Finance Authority of Pin ell as County, Florida described in Item 1 of Schedule B, Part II of this Policy. 5. The land referred to in this policy is described asfollows: See Exhibit A attached hereto and made a part hereof. 150 West Flagler Street, Suite 2200 Miami. Florida 33130 Issued at (Location) Countersignature Authorized Officer or Agent PATRICIA K. GREEN, ESQ. Policy 135 Litho in USA 035-0-135-0906 This Policy is invalid unless the cover sheet and Schedule B are attached ALTA Loan Policy 1970 (Rev. 10-17-84 ORIGINAL '. EXHffiIT "A" LEGAL DESCRIPTION Parcell: All that certain parcel of land lying and being in the County of Pinellas, State of Florida, more particularly described as follows: The Southwest 1/4 of the Southeast 1/4 of the Northwest 1;4 of Section 10, Township 29 South, Range 15 East, less and except each of the following: The North 122 feet of the West 175 feet thereof, and the portion thereof described as: Begin at the Southwest corner of said Southwest 1/4 of Southeast 1/4 of Northwest 1/4 for Point of Beginning; and run thence North 007'41'1 East 663.23 feet along the fractional section line; thence South 89023'29" East 13.6 feet; thence South 004'7" East 643.96 feet; thence along a curve to the left whose chord bears South 44037'21 II East 21.45 feet and whose radius is 15 feet; thence South 89016'7" East 633.86 feet; thence South 006'30" West 2.9 feet; thence North 89023'8" West 664.76 feet to Point of Beginning, lying and being in Pinellas County, Florida. And Less and Except the Following Parcel: A portion of the Northwest V4 of Section 10, Township 29 South, Range 15 East, Pinellas County, Florida, more particularly described as follows: From the Southwest corner of the Southeast 1/4 of the Northwest 1;4 of said Section 10, Township 29 South, Range 15 East, run North 30.0 feet; thence East 30.0 feet for a point of beginning; thence S 89023'45.35" East, 60.0000 feet; thence N 50000'00.00" West, 30.0000 feet; thence N 15000100.00" West, 100.0000 feet; thence N 05000'00.00" West, 115.7269 feet; thence S 00015'36.94" West, 230.5325 feet to the point of beginning. Parcell.: Lots 13 and 14, Block B, of NO. 1 SPRINGFIELD SUBDN., LESS AND EXCEPT the South 6 feet of said Lot 13, according to the map or plat thereof, as recorded in Plat Book 3, Page 56, of the Public Records of Pin ell as County, Florida. Tax Folio Numbers: 10-29-15-85014-002-0130 10-29-15-00000-240-0200 G:\ W -BJM\l14 78\0 l7\Legal Description-nl. wpd . '. LAWYERS TITLE INSURANCE CORPORATION LOAN POLICY Case Number SCHEDULE B Policy Number 52112131LA/11478.017 Part I G51-0099361 EXCEPTIONS FROM COVERAGE This policy does not insure against loss or damage (and the Company will not pay costs, attorneys'fees or expenses) which arise by reason of 1. Taxes and assessments for the year 2002 and subsequent years, not yet due and payable. 2. Easement(s) in favor of City of Clearwater set forth in instrument recorded in Official Records Book 294, Page 222 (As to Parcell). 3. Rights of tenants in possession, as tenants only, under wrrecorded residential leases for a term of 2 years or less. 4. Land Use Restriction Agreement dated as of April 1, 2002, among Greenwood Apartments, LLC, a Florida limited liability company, Housing Finance Authority of Pin ell as County, Florida, and U.S. Bank National Association, as Trustee, recorded on April 4, 2002, in Official Records Book 11928, Page 2256. 5. The following state of facts as disclosed by survey prepared by American Surveying Company of Tampa, Inc., last revised on March 29, 2002: (a) Overhead lines throughout property and crossing easternmost portion of West property line and southernmost portion of North property line. (b) Right of public to use North (Palm Bluff Street), South (Palmetto Street), East (W estA venue) and West (N. Greenwood Avenue) perimeter of property as right of way. (c) Asphalt drive along northern boundary of subject property encroaches by 6.6 feet onto Southeasterly corner of the North 122 feet of the West 175 feet of the SW 1/4 of the SE 1/4 of the NW 1/4 of Section 10, Township 29 South Range 15 East. 6. Multifamily Mortgage, Assignment of Rents and Security Agreement dated as of April 1, 2002, from Greenwood Apartments, LLC, a Florida limited liability company, to Housing Finance Authority of Pinellas County, Florida, and Fannie Mae, as their interests may appear, recorded on April 4, 2002, in Official Records Book 11928, Page 2316, as assigned by Assignment and Intercreditor Agreement among the Housing Finance Authority of Pin ell as County, Florida, U.S. Bank National Association, as Trustee, and Fannie Mae, and acknowledged by Greenwood Apartments, LLC, recorded on April 4, 2002, in Official Records Book 11928, Page 2373. 7. UCC-1 Financing Statement between Greenwood Apartments, LLC, as debtor, and Housing Finance Authority of Pin ell as County, Florida, and Fannie Mae, as secured parties, recorded on April 4, 2002, in Official Records Book 11928, Page 2364. The interest of the Housing Finance Authority of Pin ell as County, Florida was assigned to U.S. Bank National Association, as Trustee, by UCC-3 Statement recorded on April 12, 2002, in Official Records Book 11943, Page 1403. 8. Mortgage and Security Agreement dated April 1, 2002, between Greenwood Apartments, LLC, a Florida limited liability company, as mortgagor, and Bank of America, N.A., as mortgagee, recorded on April 4, 2002, in Official Records Book 11928, Page 2433. 9. Assignment of Rents and Leases dated April 1, 2002, between Greenwood Apartments, LLC, a Florida limited liability company, as assignor, and Bank of America, N.A., as assignee, recorded on April 4, 2002, in Official Records Book 11928, Page 2456. 10. UCC-1 Financing Statement between Greenwood Apartments, LLC, as debtor, and Bank of America, N.A., as secured party, recorded on April 4, 2002, in Official Records Book 11928, Page 2466. 11. Land Use Restriction Agreement dated April 1 , 2002 between Greenwood Apartments, LLC, and the City of Clearwater, recorded on April 4,2002, in Official Records Book 11928, Page 2470. Policy 135 Litho in U.S.A 035-0-135-0906 ALTA Loan Policy 1970 (Rev. 10-17-84 ORIGINAL ~~ . '. LAWYERS TITLE INSURANCE CORPORATION LOAN POLICY Case Number SCHEDULE B Policy Number 52112131LA/11478.017 Part II G51-0099361 SUBORDINATE MATTERS PART II In addition to the matters set forth in Part I of this Schedule, the title to the estate or interest in the land described or referred to in Schedule A is subject to thefollowing matters, if any be shown, but the Company insures that these matters are subordinate to the lien or charge of the insured mortgage upon the estate or interest. 1. Mortgage and Security Agreement dated April 3, 2002, between Greenwood Apartments, LLC, a Florida limited liability company, as mortgagor, and Housing Finance Authority of Pin ell as County, Florida, as mortgagee, recorded on April 4, 2002, in Official Records Book 11928, Page 2526; as subordinated to the insured mortgage by Subordination Agreement recorded on April 4, 2002, in Official Records Book 11928, Page 2557. Note: The foregoing Mortgage is of equal dignity and priority as the mortgage in favor of the City of Clearwater described in Item 4 of Schedule A of this Policy. 2. Mortgage (Securing Forward Commitment Deposit Fee Note) dated April 1, 2002, by Greenwood Apartments, LLC, a Florida limited liability company, as mortgagor, to Investment Property Mortgage, L.L.C., as mortgagee, recorded on April 4, 2002, in Official Records Book 11928, Page 2585, as assigned to Fannie Mae by Assignment of Mortgage recorded on April 4, 2002, in Official Records Book 11928, Page 2596. 3. Notice of Commencement recorded in Official Records Book 11928, Page 2608. NOTES: All recording references contained in this Policy are to the Public Records of Pin ell as County, Florida. In accordance with Florida Statutes, Section 627.4131, please be advised that the Insured hereunder may present inquiries, obtain information about coverage, or receive assistance in resolving complaints, by contacting the Lawyers Title Insurance Corporation Regional Office, 201 South Orange Avenue, Suite 1350, Orlando, FL 32801. Telephone Number 407-481-8181. Policy 135 Litho in U.S.A 035-0-135-0906 AL T A Loan Policy 1970 (Rev. 10-17-84 ORIGINAL ~ ----:------;- --=-c- ,---.. _.~__ CONDITIONS AND STIPULATIONS - continued .. ., taken subject, or which is hereafter executed by an insured and which is a charge or lien on the estate or interest described or referred to in Schedule A, and the amount so paid shall be deemed a payment under this policy. 11. PAYMENT OF LOSS. (a) No payment shall be made without producing this policy for endorsement of the payment unless the policy has been lost or destroyed, in which case proof of loss or destruction shall be furnished to the satisfaction of the Company. (b) When liability and the extent of loss or damage has been definitely fixed in accordance with these Conditions and Stipulations, the loss or damage shall be payable within 30 days thereafter. 12. SUBROGATION UPON PAYMENT OR SETTLEMENT. (a) The Company's Right of Subrogation. Whenever the Company shall have settled and paid a claim under this policy, all right of subrogation shall vest in the Company unaffected by any act of the insured claimant. The Company shall be subrogated to and be entitled to all rights and remedies which the insured claimant would have had against any person or property in respect to the claim had this policy not been issued. If requested by the Company, the insured claimant shall transfer to the Company all rights and remedies against any person or property necessary in order to perfect this right of subrogation. 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 or remedies. If a payment on account of a claim does not fully cover the loss of the insured claimant, the Company shall be subrogated to all rights and remedies of the insured claimant after the insured claimant shall have recovered its principal, interest, and costs of collection. (b) The Insured's Rights and Limitations. Notwithstanding the foregoing, the owner of the indebtedness secured by the insured mortgage, provided the priority of the lien of the insured mortgage or its enforceability is not affected, may release or substitute the personal liability of any debtor or guarantor, or extend or otherwise modify the terms of payment, or release a portion of the estate or interest from the lien of the insured mortgage, or release any collateral security for the indebtedness. When the permitted acts of the insured claimant occur and the insured has knowledge of any claim of title or interest adverse to the title to the estate or interest or the priority or enforceability of the lien of the insured mortgage, as insured, the Company shall be required to pay only that part of any losses insured against by this policy which shall exceed the amount, if any, lost to the Company by reason of the impairment by the insured claimant of the Company's right of subrogation. (c) The Company's Rights Against Non-Insured Obligors. The Company's right of SUbrogation against non-insured obligors shall exist and shall include, without limitation, the rights of the insured to indemnities, guaranties, other policies of insurance or bonds, notwithstanding any terms or conditions contained in those instruments which provide for subrogation rights by reason of this policy. The Company's right of subrogation shall not be avoided by acquisition of the insured mortgage by an obligor (except an obligor described in Section 1 (a)(ii) of these Conditions and Stipulations) who acquires the insured mortgage as a result of an indemnity, guarantee. other policy of insurance, or bond and the obligor will not be an insured under this policy, notwithstanding Section 1 (a)(i) of these Conditions and Stipulations. 13. ARBITRATION Unless prohibited by applicable law, arbitration pursuant to the Title Insurance Arbitration Rules of the American Arbitration Association may be demanded if agreed to by both the Company and the insured. 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, and service of the Company in connection with its issuance or the breach of a policy provision or other obligation. Arbitration pursuant to this policy and under the Rules in effect on the date the demand for arbitration is made or, at the option of the insured, the Rules in effect at Date of Policy shall be binding upon the parties. The award may include attomeys' fees only if the laws of the state in which the land is located permit a court to award attomeys' fees to a prevailing party. Judgment upon the award rendered by the Arbitrator(s) may be entered in any court having jurisdiction thereof. The law of the situs of the land shall apply to an arbitration under the Title Insurance Arbitration Rules. A copy of the Rules may be obtained from the Company upon request. 14. LIABILITY LIMITED TO THIS POLICY; POLICY ENTIRE CONTRACT. (a) This policy together with all endorsements, if any, attached hereto 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 or loss of damage, whether or not based on negligence, and which arises out of the status of the lien of the insured mortgage or of the title to the estate or interest covered hereby or by any action asserting such claim, shall be restricted to this policy. (c) No amendment of or endorsement to this policy can be made except by a writing endorsed hereon or attached hereto signed by either the President, a Vice President, the Secretary, an Assistant Secretary, or validating officer or authorized signatory of the Company. 15. SEVERABILITY. In the event any provision of this policy is held invalid or unenforceable under applicable law, the policy shall be deemed not to include that provision and all provisions shall remain in full force and effect. 16. NOTICES, WHERE SENT. All notices required to be given the Company and any statement. in writing required to be furnished the Company shall include the number of this policy and shall be addressed to: Consumer Affairs Department, P.O. Box 27567, Richmond, Virginia 23261-7567. '. (b) To Payor Otherwise Settle With Parties Other than the Insured or With the Insured Claimant. (i) to payor otherwise settle with other parties for or in the name of an insured claimant any claim insured against under this policy, together with any costs, attorneys' fees and expenses incurred by the insured claimant which were authorized by the Company up to the time of payment and which the Company is obligated to pay; or (ii) to payor 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 which were authorized by the Company up to the time of payment and which the Company is obligated to pay. Upon the exercise by the Company of either of the options provided for in paragraphs 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. 7. 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 and only to the extent herein described. (a) The liability of the Company under this policy shall not exceed the least of: (i) the Amount of insurance stated in Schedule A, or, if applicable, the amount of insurance as defined in Section 2(c) of these Conditions and Stipulations; (ii) the amount of the unpaid principal indebtedness secured by the insured mortgage as limited or provided Under Section B of these Conditions and Stipulations or as reduced under Section 9 of these Conditions and Stipulations, at the time the loss or damage insured against by this policy occurs. together with interest thereon; or (iii) the difference between the value of the insured estate or interest as insured and the value of the insured estate or interest subject to the defect, lien or encumbrance insured against by this policy. (b) In the event the insured has acquired the estate or interest in the manner described in Section 2(a) of these Conditions and Stipulations or has conveyed the title, then the liability of the Company shall continue as set forth in Section 7(a) ofthese Conditions and Stipulations. (c) The Company will pay only those costs, attorneys' fees and expenses incurred in accordance with Section 4 of these Conditions and Stipulations. 8. 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 unmarketability of title, or otherwise establishes the lien of the insured mortgage, all as insured, in a reasonably diligent manner by any method, including litigation and the completion of any appeals therefrom. it shall have fully performed its obligations with respect to that matter and shall not be liable for any loss or damage caused thereby. (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 ail appeals therefrom, adverse to the title or to the lien of the insured mortgage, as insured. (c) The Company shall not be liable for loss or damage to any insured for liability voluntarily assumed by the insured in settling any claim or suit without the prior written consent of the Company. (d) The Company shall not be liable for: (i) any indebtedness created subsequent to Date of Policy except for advances made to protect the lien of the insured mortgage and secured thereby and reasonable amounts expended to prevent deterioration of improvements; or (ii) construction loan advances made subsequent to Date of Policy, except construction loan advances made subsequent to Date of Policy for the purpose of financing in whole or in part the construction of an improvement to the land which at Date of Policy were secured by the insured mortgage and which the insured was and continued to be obligated to advance at and after Date of Policy. 9. REDUCTION OF INSURANCE; REDUCTION OR TERMINATION OF LIABILITY. (a) All payments under this policy, except payments made for costs, attomeys' fees and expenses, shall reduce the amount of the insurance pro tanto. However, any payments made prior to the acquisition of title to the estate or interest as provided in Section 2(a) of these Conditions and Stipulations shall not reduce pro tanto the amount of the insurance afforded under this policy except to the extent that the payments reduce the amount of the indebtedness secured by the insured mortgage. (b) Payment in part by any person of the principal of the indebtedness, or any other obligation secured by the insured mortgage, or any voluntary partial satisfaction or release of the insured mortgage, to the extent of the payment, satisfaction or release, shall reduce the amount of insurance pro tanto. The amount of insurance may thereafter be increased by accruing interest and advances made to protect the lien of the insured mortgage and secured thereby. with interest thereon, provided in no event shall the amount of insurance be greater than the Amount of Insurance stated in Schedule A. (c) Payment in full by any person or the voluntary satisfaction or release of the insured mortgage shall terminate all liability of the Company except as provided in Section 2(a) of these Conditions and Stipulations. 10. LIABILITY NONCUMULATIVE. If the insured acquires title to the estate or interest in satisfaction of the indebtedness secured by the insured mortgage, or any part thereof. it is expressly understood that the amount of insurance under this policy shall be reduced by any amount the Company may pay under any policy insuring a mortgage to which exception is taken in Schedule B or to which the insured has agreed, assumed, or B 1191-71 1 I f \ I \ ., I\. ~wyers pde Insurance @rpQr~!\Qn LOAN POLICY OF TITLE INSURANCE AMERICAN LAND TITLE AsSOCIATION (10-17-92) ISSUED By .@.wyersptle Insurance wpQmtAg!! HOME OFFICE: 101 Gateway Centre Parkway, Gateway One Richmond, Virginia 23235-5153 A WORD OF THANKS ..... As we make your policy a part of our permanent records, we want to express our appreciation of this evidence of your faith in Lawyers Title Insurance Corporation. There is no recurring premium. This policy provides valuable title protection and we suggest you keep it in a safe place where it will be readily available for future reference. If you have any questions about the protection provided by this policy, contact the office that issued your policy or you may write to: Consumer Affairs Department ~wyers pde Insurance @rpQU!!~Qn P.O. Box 27567 Richmond, Virginia 23261-7567 TOLL FAEE NUMBEA: 1-800-446-7086