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DAM DEVON LLC I~. ~_;t .5 ,'" () At. /00.00 _..---..~_.......-- 5" .$'/3 ~- "-0 -.."' '., This instrument was prepared by and reWAUo: E. D. Armstrong III, Esquire Johnson, Pope, Bokor, Ruppel & Burns, LLP P. O. Box 1368 Clearwater, FL 33757-1368 KEN BURKE, CLERK OF COURT PINELLAS COUNTY FLORIDA INST# 200625105507/05/2006 at 03:46 PM OFF REC BK: 15224 PG: 1555-1558 DocType:DEED RECORDING: $35.50 D DOC STAMP: $700.00 SPECIAL WARRANTY DEED THIS INDENTURE made this 30th day of June, 2006, between DAM DEVON LLC, a Connecticut limited liability company, ("Grantor"), whose post office address is 30 Jelliff Lane, Southport, CT 06890, and CITY OF CLEARWATER, FLORIDA, a municipal corporation ("Grantee"), whose post office address is P. O. Box 4748, Clearwater, FL 33758-4748. WITNESSETH, that the said Grantor, for and in consideration of the sum of Ten Dollars ($10.00) and other good and valuable consideration in hand paid, the receipt whereof is hereby acknowledged, has granted, bargained, sold, aliened, remised, released, conveyed and confirmed, and by these presents doth grant, bargain, sell, alien, remise, release, convey and confirm unto the said Grantee, and its successors and assigns forever, all that certain interest in land lying and being in the County of Pinellas, State of Florida, more particularly described as follows: Lot 1, less the West 110 feet thereof, Block B, COLUMBIA SUBDIVISION, according to the map or plat thereof recorded in Plat Book 23, Page 60, Public Records of Pinellas County, Florida. TOGETHER with all the tenements, hereditaments and appurtenances, with every privilege, right, title, interest and estate, reversion, remainder and easement thereto belonging or in anywise appertaining (all of the foregoing together with the above-described land are hereinafter collectively referred to as the "Property"). '..... SUBJECT to the matters set forth on Exhibit "A" attached hereto and incorporated herein. THIS IS NOT THE HOMESTEAD PROPERTY OF THE GRANTOR. The tax parcel number for the aforedescribed property is 08/29/15/17550/002/0011. The tax identification number for the Grantee is TO HAVE AND TO HOLD the same in fee simple forever. And the said Grantor does hereby fully warrant the title to said Property, and will defend the same against the lawful claims of all persons claiming by, through or under the Grantor, but against none other. IN WITNESS WHEREOF, the said Grantor has caused these presents to be signed the day and year above written. ealed and Delivered nce DAM DEVON LLC, a Connecticut limited liability company ..}CJH.lvS N \ v:Jif . L' ?~ · '- - ~ (gnat re k~~ E:;. \DA L-ml~ Print Name 2 .. 8T ATE OF CONNECTICUT ) COUNTY OF FAIRFIELD ) The foregoing instrument was acknowledged before me this J 34-lday of June, 2006, by David A. Mack, as Manager of DAM D 'cut limited liability company, on behalf of the corporation. [is personally known to me as produced as identi Ica Ion. [TOP 3" RESERVED FOR CLERK] 08/09/944:33 PM d-1 45059.108146 #377062v1 My commission exrMwM.E. Walton NOTARY puauc State of Connectiout My Commission Explrea 8/31/08 '-0,. ~, 3 .. ..... Exhibit "A" 1. Taxes and assessments for the year 2006 and subsequent years. 2. Land Transfer Agreement recorded in O. R. Book 14410, Page 12, Public Records of Pinellas County, Florida. 3. Special Warranty Deed given by Dam Devon, LLC transferring development rights to Sunspree Green, LLC, recorded in O.R. Book 16d.,).t.f, Page~, Public Records of Pinellas County, Florida. COMMITMENT FOR TITLE INSURANCE Issued by Commonwealth land Title Insurance Company IrA. ~ LandAmerica ... Commonwealth Commonwealth Land Title Insurance Company is a member of the LandAmerica family of title insurance underwriters. COMMONWEALTH LAND TITLE INSURANCE COMPANY, a Pennsylvania corporation, herein called the company, for a valuable consideration, hereby commits to issue its policy or policies of title insurance, as identified in Schedule A, in favor of the proposed Insured named in Schedule A, as owner or mortgagee of the estate or interest covered hereby in the land described or referred to in Schedule A, upon payment of the premiums and charges therefor; all subject to the provisions of Schedules A and B and to the Conditions and Stipulations hereof. This Commitment shall be effective only when the identity of the proposed Insured and the amount of the policy or policies committed for have been inserted in Schedule A hereof by the Company, either at the time of the issuance of this Commitment or by subsequent endorsement. This Commitment is preliminary to the issuance of such policy or policies of title insurance and all liability and obligations hereunder shall cease and terminate 180 days after the effective date hereof or when the policy or policies committed for shall be issued, whichever first occurs, provided that the failure to issue such policy or policies is not the fault of the company. IN WITNESS WHEREOF, COMMONWEALTH LAND TITLE INSURANCE COMPANY has caused its corporate name and seal to be hereunto affixed by its duly authorized officers, the Commitment to become valid when countersigned by an authorized officer or agent of the Company. COMMONWEALTH LAND TITLE INSURANCE COMPANY Attest: ~~1'TLt/~ ",~.~,~"!I J,.)~ ~.:'....':l ~~"'~ ....... ",2 cz:: _ M .....: .", 3;""!') ~';"'" .,....~ v~....~.,SYl...'....~ ~03 .~,,~ By: ~ ). c1A~ ~ " President CONDITIONS AND STIPULATIONS 1. The term mortgage, when used herein, shall include deed of trust, trust deed, or other security instrument. 2. If the proposed Insured has or acquires actual knowledge of any defect, lien, encumbrance, adverse claim or other matter affecting the estate or interest or mortgage thereon covered by this Commitment other than those shown in Schedule B hereof, and shall fail to disclose such knowledge to the Company in writing, the Company shall be relieved from liability for any loss or damage resulting from any act of reliance hereon to the extent the Company is prejudiced by failure to so disclose such knowledge. If the proposed Insured shall disclose such knowledge to the Company, or if the Company otherwise acquires actual knowledge of any such defect, lien, encumbrance, adverse claim or other matter, the Company at its option may amend Schedule B of this Commitment accordingly, but such amendment shall not relieve the Company from liability previously incurred pursuant to paragraph 3 of these Conditions and Stipulations. 3. Liability of the Company under this Commitment shall be only to the named proposed Insured and such parties included under the definition of Insured in the form of policy or policies committed for and only for actual loss incurred in reliance hereon in undertaking in good faith (a) to comply with the requirements hereof, or (b) to eliminate exceptions shown in Schedule B, or (c) to acquire or create the estate or interest or mortgage thereon covered by this Commitment. In no event shall such liability exceed the amount stated in Schedule A for the policy or policies committed for and such liability is subject to the insuring provisions, the Conditions and Stipulations, and the Exclusions from Coverage of the form of policy or policies committed for in favor of the proposed Insured which are hereby incorporated by reference and are made a part of this Commitment except as expressly modified herein. 4. Any action or actions or rights of action that the proposed Insured may have or may bring against the Company arising out of the status of the title to the estate or interest or the status of the mortgage thereon covered by this Commitment must be based on and are subject to the provisions of this Commitment. ALTA Commitment - 1966 '. Johnson, Pope, Bokor, Ruppel & Burns, LLP 911 Chestnut Street Clearwater FL 33756 (727) 461-1818 FAX: (727) 441-8617 Commonwealth Land Title Insurance Company Title Insurance Commitment Order No: 41328186CA ReferenceNo: 45059.108146 Effective Date: June 8, 2006 at 8:00 a.m. Schedule A 1. Policy or Policies to be issued: a). ALTA Owners 1992 with Florida Modifications Proposed Insured: THE CITY OF CLEARWATER, FLORIDA, a municipal corporation Amount of Insurance: $100,000.00 2. The estate or interest in the land described or referred to in this Schedule and covered herein is a Fee Simple and title thereto is at the effective date hereof vested in: DAM DEVON LLC, a Connecticut Limited Libility Company 3. The land referred to in this Commitment is described in Exhibit "A" attached hereto and made part hereof. Countersigned: BY: E. D. Armstrong III, Authorized Officer or Agent This Commitment is invalid unless the insuring provisions and Schedules A and B are attached. Order No: 41328186CA Reference No: 45059.108146 Schedule B Section I Requirements The following are requirements to be complied with: Payment to or for the account of the grantors or mortgagors of the full consideration for the estate or interest to be insured. Instrument(s) creating the estate or interest to be insured must be approved, executed and filed for record. A. Duly authorized Warranty Deed from DAM DEVON LLC, a Connecticut Limited Libility Company to THE CITY OF CLEARWATER, FLORIDA, a municipal corporation, together with evidence satisfactory to the Company of the Limited Liability Company's good standing under the laws of its domicile state and evidence satisfactory to the Company specifying the manager(s) who are authorized to execute said Deed. Payment of all taxes, charges, assessments, levied and assessed against subject premises, which are due and payable. Record in the Public Records a release or satisfaction of the mortgage, in favor of AmSouth Bank, recorded in Official Records Book 14157, Page 1557. Record in the Public Records a release or satisfaction of the Assignment of Leases, Rents, and Contract Rights, in favor of AmSouth Bank, recorded in Official Records Book 14157, Page 1574. 6. Record in the Public Records a release or satisfaction of the UCC Financing Statement, in favor of AmSouth Bank, recorded in Official Records Book 14150, Page 727. 7. Record Notice of Termination pursuant to Section 713.132 F.S. terminating the Notice of Commencement recorded January 23,2006 in Official Records Book 14885, page 1239, contractor-John P. Hobach. NOTE: See Chapter 39 Commonwealth Land Title Insurance Company Underwriting Manual for specific guidelines. Record Notice of Termination pursuant to Section 713.132 F.S. terminating the Notice of Commencement recorded January 24,2006 in Official Records Book 14888, page 2660, contractor-John P. Hobach. NOTE: See Chapter 39 Commonwealth Land Title Insurance Company Underwriting Manual for specific guidelines. Record in the Public Records a release or satisfaction of the mortgage, in favor of Commercial Captial Corporation (mortgagor, Krystyna Brzezny), recorded in Official Records Book 10601, Page 690 and Assignment of Rents and Leases recorded in Official Records Book 10601, Page 695. 10. Record in the Public Records a release or satisfaction of the mortgage, in favor ofMG Illinois Corporation (mortgagor, Krystyna Brzezny), recorded in Official Records Book 10601, Page 740. Record in the Public Records a release or satisfaction of the mortgage, in favor of Longina Rzonca (mortgagor,Krystyna Brzezny), recorded in Official Records Book 13646, Page 1814. 12. Record in the Public Records a release or satisfaction of the mortgage, in favor ofElzbieta Kulagowski (mortgagor, Krystyna L- Brzezny), recorded in Official Records Book 14005, Page 2161. /. Proof of payment, satisfactory to the Company, of any taxes, charges, liens, and assessments due the city of Clearwater. ~. '- Order No: 41328186CA Reference No: 45059.108146 Schedule B Section 2 Exceptions The policy or policies to be issued will contain exceptions to the following unless the same are disposed of to the satisfaction of the Company: cts, liens, encumbrances, adverse claims or other matters, if any, created, first appearing in the public records or attaching subsequent to the effective date hereof but prior to the date the proposed insured acquires for value of record the estate or interest or mortgage thereon covered by this Commitment. , 2. Easements or claims of easements not shown by the Public Records, boundary line disputes, overlaps, encroachments, and any matters not of record which would be disclosed by an accurate survey and inspection of the premises. ights of parties in possession, other than the record owner. Any lien, or right to a lien, for services, labor, or materials heretofore or hereafter furnished, imposed by law and not shown by the Public Records. 5. Taxes and assessments for the year 2006 and subsequent years. NOTE; 2005 taxes have been paid in the gross amount of $32,532.08 under parcel no. 08/29/15/17550/002/00 II. ~ _ession, other than the record owner. 7. Land Transfer Agreement recorded in Official Records Book 14410, Page 12. NOTE: All recording references in this commitment/policy shall refer to the Public Records of Pin ell as County, Florida, unless otherwise noted. NOTE: 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 Regional Office, 201 South Orange Avenue, Suite 1350, Orlando, FL 32801 Telephone 407-481-8181. "t . " '" Order No: 41328186CA Reference No: 45059.108146 Exhibit "A" Lot 1, LESS the West 110 feet thereof, Block B, COLUMBIA SUBDIVISION, according to the plat thereof as recorded in Plat Book 23, Page 60, Public Records of Pine lIas County, Florida. OS/25/2005 11:52 7275309749 UNITED GENERAL TITLE PAGE 01/01 · GEt-ERAL TITLE INSURANn COMPANV June 26, 2006 Commonwealth Land Title Insurance Company c/o Johnson, Pope, Bokor. Ruppel & Burns, LLP 911 Chestnut Street CleatWater. Florida 33756 Re: Your File No. 45059.108146 Proposed Insured Owners: The City of Clearwater UOrIC Owner's Policy No. 35041792 Dear Madam/Sir: We have been advised that, in. examining the title to the propel1.y that is the subject of the above captioned title insurance policy, you have discovered the foHowing: · As identified in Schedule B, Section I, 9-12 United General Title Insurance Company hereby agrees to indemnify and hold harmless Commonwealth Land Title Insurance Company from loss or damage arising fi:om the above- described title defects. This agreement to indemnify is expressly subject to the terms, provisions, conditions and stipulations of the ahove referen.ced United General Title Insurance policy and it indemnifies only according to the specific language stated in this letter. This agreement to indemnify does not guarantee or provide indemnity as to issues concerning marketability of title of the described property. nor does it indemnify against any other defect or lien that may affect title to said property. In no event shall the indemnification provided hereunder exceed the amount of insurance provided under the referenced policy. Upon release, termination or removal of the title defect from the said property by any means, including operation of law, this agreement to indemnify shall automatically and immediately terminate and any obligations hereunder shall fully, finally and absolutely cease. Otherwise this agreem.ent shall remain in full force and effect. This letter and all of its contents are directed solely to the named addressee and shall be for the benefit of only said addressee. No other person, party or entity may rely on this letter agreement for any purpose. v6in ere~~7J. / " X'/). tw~_. . L~a L. ,_ enson Florida State Counsel U" .l!. . f" , . rn'en u)' l,Ui. UU 1'}N:'mwlU SpU'J't, Office: 727.530.3058. Fax: 727.530.9749 15950 Boy Vista Drive. Suite 230 . Clearwater, FL 33760 ~ !; OWNER'S POLICY OF TITLE INSURANCE Issued by Commonwealth Land Title Insurance Company r.:~ landAmerica .. Commonwealth Commonwealth Land Title Insurance Company;s a member of the LandAmerica family of title insurance underwriters. POLICY NUMBER A02-11923l9 SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE BAND THE CONDITIONS AND STIPULATIONS, COMMONWEALTH LAND TITLE INSURANCE COMPANY, a Pennsylvania 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. The Company also will pay the costs, attorneys' fees and expenses incurred in defense of the title, as insured, but only to the extent provided in the Conditions and Stipulations. IN WITNESS WHEREOF, COMMONWEALTH LAND TITLE INSURANCE COMPANY 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. COMMONWEALTH LAND TITLE INSURANCE COMPANY Attest: :\\~1ITL(I+ ,,~.~,tl"I' J"...~'..~ ~......~ ~"..~ -.I :z cc . .n ""': ..", ~'. .~ -..;,. " ....J::> V09:.",~~!"_~~.,,., .~ '/Voj ."", By: ~ ). eA6-# ~ t. 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; or (e) resulting in loss or damage which would not have been sustained if the insured claimant had paid value for the estate or interest insured by this policy. 4. Any claim, which arises out of the transaction vesting in the insured the estate or interest 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 estate or interest insured by this policy being deemed a fraudulent conveyance or fraudulent transfer; or (b) the transaction creating the estate or interest insured by this policy being deemed a preferential transfer except where the preferential transfer results from the failure: (i) to timely record the instrument of transfer; or (ii) of such recordation to impart notice to a purchaser for value or a judgment or lien creditor. ALTA Owner's Policy (10/17/92) with Florida Modifications Form 1190-21B ORIGINAL Valid only if Schedules A and B are attached CONDITIONS AND STIPULATIONS 1. DEFINITION OF TERMS. The following terms when used in this policy mean: (a) "insured": the insured named in Schedule A, and, subject to any rights or defenses the Company would have had against the named insured, those who succeed to the interest 0/ the named insured by operation of law as distinguished from purchase including, but not limited to, heirs, distributees, devisees, survivors, personal representatives, next of kin, or corporate or fiduciary successors. (b) "insured claimant": 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 a right 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 to be released from the obligation to purchase by virtue of a contractual condition requiring the delivery of marketable title. 2. CONTINUATION OF INSURANCE 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. 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 IiIle to the estate or interest, 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, 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, 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 nol 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 a 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 r 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 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 slate, 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 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. To payor tender payment of the amount of insurance under this policy together with any costs, attomeys' 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. Upon the exercise by the Company of this option, all liability and obligations to the insured under this policy, other than to make the payment required, 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. (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, attomeys' 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. . CONDITIONS AND STIPULATIONS - continued 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, (ii) 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) The Company will pay only 'those costs, attorneys' fees and expenses incurred in accordance with Section 4 of these Conditions and Stipulations. 8. APPORTIONMENT. If the land described in Schedule A consists of two or more parcels which are not used as a single site, and a loss is established affecting one or more of the parcels but not all, the loss shall be computed and settled on a pro rata basis as if the amount of insurance under this policy was divided pro rata as to the value on Date of Policy of each separate parcel to the whole, exclusive of any improvements made subsequent to Date of Policy, unless a liability or value has otherwise been agreed upon as to each parcel by the Company and the insured at the time of the issuance of this policy and shown by an express statement or by an endorsement attached to this policy. 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 ot un marketability of title, 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 all appeals therefrom, adverse to the title 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. 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 the insurance pro tanto. 11. LIABILITY NONCUMULATIVE. 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 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 to the insured owner. 12. 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 fumished 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. 13. 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 these rights and remedies in the proportion which the Company's payment bears to the whole amount of the loss. If loss should result from any act of the insured claimant, as stated above, that act shall not void this policy, but the Company, in that event, 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. (b) 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. 14. 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, any 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 a! Date of Policy shall be binding upon the parties. The award may includ~, attorneys' 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. 15. 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 of loss or damage, whether or not based on negligence, and which arises out of the status 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. 16. SEVERABILITY. In the event any provision of the policy is held invalid or unenforceable under applicable law, the policy shall be deemed not to include that provision and all other provisions shall remain in full force and effect. 17. NOTICES WHERE SENT. All notices required to be given the Gompany 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. 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'< 0 0:< c:: I:\) "0 < 0 I:\) = =0 g}'< CD::J QQ) ~~ ~CD ~~ (l) I:\) &0 CD (l) ::J o ~ CD ~ !!!.CD ~ S' Q)~ mQj S' ::l < 0 (l) (l) 5e.~ 3 0 (l) < ~g: en --4 ::I: )> Z " -< o c:: - 2-b' CD-5 ;r ~ ~. (j):< ::T :e ~ 0'..., =r(l) (l) en ...... CD ciS 16 ::+ cal "0 ~!!!.a ::l~ ~ 0" c:: o' (l) =" ::l CDmg, 1:\)"0 e: ::T ~ ~ Cir ~ !. Owner's Policy No.:A02-1192379 Order No.: 41328186CA COMMONWEALTH LAND TITLE INSURANCE COMPANY POLICY FOR TITLE INSURANCE Schedule A Amount of Insurance: $100,000.00 Date of Policy: July 5,2006, at 3:46 p.m. 1. Name ofInsured THE CITY OF CLEARWATER, FLORIDA, a municipal corporation 2. The estate or interest in the land described herein and which are covered by this policy is: Fee Simple 3. Title to the estate or interest in the land is vested in: THE CITY OF CLEARWATER, FLORIDA, a municipal corporation 4. The Land referred to in this policy is described as follows: (See attached Exhibit A for legal description) Countersigned: Johnson, Pope, Bokor, Ruppel & Bums, LLP 911 Chestnut Street ::a~,.~~ E. D. Armstrong III Authorized Officer or Agent This policy is invalid unless a cover sheet and Schedule B are attached. Page 1 of3 ~ Owner's Policy No.:A02-1192379 Order No.: 41328186CA Exhibit "A" Lot 1, LESS the West 110 feet thereof, Block B, COLUMBIA SUBDIVISION, according to the plat thereof as recorded in Plat Book 23, Page 60, Public Records of Pin ell as County, Florida. Page 2 of3 .. , ! Owner's Policy No.:A02-1192379 Order No.: 41328186CA Schedule B 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 2006 and subsequent years. 2. Easements or claims of easements not shown by the Public Records, boundary line disputes, overlaps, encroachments, and any matters not of record which would be disclosed by an accurate survey and inspection of the premises. 3. Land Transfer Agreement recorded in Official Records Book 14410, Page 12. 4. Development Rights as set forth in that certain Special Warranty Deed between DAM DEVON LLC and SUNSPREE GREEN, LLC, dated June 30, 2006, recorded in Official Records Book 15224, page 1549. NOTE: All recording references in this commitment/policy shall refer to the Public Records of Pinellas County, Florida, unless otherwise noted. NOTE: 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 407-481-8181. 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