Liberty Park (Lot 2, Block 1), 2012 - Real Estate Contract of Sale REAL ESTATE CONTRACT OF SALE
THE STATE OF TEXAS
COUNTY OF TARRANT
1. AGREEMENT TO SELL AND PURCHASE.
John M. Shelton (hereinafter collectively referred to as "Seller," regardless of whether
one or more) hereby agrees to sell and convey to the City of Southlake, Texas, a home rule
municipal corporation organized under the laws of the State of Texas, (hereinafter referred to as
"Purchaser "), fee simple absolute title to a 2.463 acre tract of land improved with two single
family dwellings, on the terms and conditions provided herein, and Purchaser hereby agrees to
purchase and pay for said property on the terms and conditions provided herein.
2. PROPERTY TO BE CONVEYED.
The property to be conveyed is shown on the plat attached hereto as Exhibit A and is
more particularly described as that certain real property located at 570 East Dove Road,
Southlake, Tarrant County, Texas, which property is more fully described as a Lot 2, Block 1,
Liberty Park at Sheltonwood, Tarrant County, Texas, as recorded in Document D209047613 of
the Tarrant County Deed Records, together with, all and singular, all improvements thereon and
all rights and appurtenances pertaining thereto, including any right, title and interest of Seller in
and to adjacent streets, alleys or right -of -way (such real estate, improvements, rights and
appurtenances being hereinafter referred to as the "Property"). This Contract and the Property
also covers and includes all fixtures and articles of personal property attached to the Property.
3. ADDITIONAL RIGHTS TO BE CONVEYED.
Additionally, Seller agrees to sell and convey to Purchaser the following personal
property and easements: None.
4. CONSIDERATION.
The consideration for the purchase of the Property is the cash purchase price of Eight
Hundred Thousand Dollars and no cents ($800,000.00) payable in cash. As consideration for
Seller agreeing to provide Purchaser the Feasibility and Inspection Period to conduct inspections,
studies, tests and examinations on the Property described below, and to seek any necessary
rezoning, Purchaser shall, within two (2) business days after the Effective Date of this
Agreement, deliver to Seller the sum of One Hundred Dollars and no cents ($100.00) (referred to
herein as "the Feasibility Option Payment ") to Seller. This payment shall be non - refundable, and
is separate from the Earnest Money payment described below, and shall not be credited to the
Purchase Price at closing.
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5. EARNEST MONEY.
Within two (2) business days after the Effective Date of this Agreement, Purchaser shall
deliver the sum of One Thousand Dollars and no cents ($1,000.00) to Rattikin Title Company,
Attention Alicia Newburn, Assistant to Larry Townsend, 201 Main Street, Suite 800, Fort Worth,
Texas 76102, telephone (817) 334 -1309, facsimile transmission (817) 877 -4237 (the "Title
Company ") to be held by the Title Company as Earnest Money (herein so called) pursuant to the
terms of this Contract.
5. SURVEY AND TITLE BINDER.
A. Purchaser shall obtain, at Purchaser's expense, a Category lA Land Title Survey
of the Property, as defined by the Texas Society of Professional Surveyors in its Manual of
Practice for Land Surveying in Texas, prepared by a Registered Professional Engineer or
Surveyor approved in writing by Purchaser. Seller shall reasonably cooperate with Purchaser
and such Professional Engineer or Surveyor by permitting access to the Property, and by
providing any and all previous surveys, maps, plats, deeds, and other documents affecting or
bearing upon the Property.
B. Within ten (10) days after the effective date of this Contract, Seller shall, at
Seller's expense, deliver or cause to be delivered to Purchaser:
(1) A title commitment ( "Title Binder ") covering the Property binding the
Title Company to issue a Texas Owner's Policy of Title Insurance on the standard form of policy
prescribed by the Texas State Board of Insurance at closing in the full amount of the purchase
price, and
(2) True, correct, and legible copies of any and all instruments referred to in
the Title Binder as constituting encumbrances, exceptions or restrictions upon the title of Seller,
except that copies of any liens which are to be released at closing may be omitted.
6. TITLE AND SURVEY APPROVAL PERIOD.
Purchaser shall have twenty (20) calendar days after the receipt of an acceptable Survey
and Title Binder and the instruments giving rise to the title encumbrances, exceptions or
restrictions upon the title of Seller, in which to review them and to advise Seller that Seller's
Title is or is not acceptable to Purchaser. If Title exceptions exist to which Purchaser timely
objects, Seller shall promptly undertake to cause those exceptions to be cured and/or removed
from the Title Binder within twenty (20) calendar days (the "Cure Period ") after such notice to
Seller. In the event such exceptions to Title are not cured within the Cure Period, Purchaser may
elect to terminate this Contract by giving written notice to Seller prior to closing, or at
Purchaser's sole option, Purchaser may accept such Title as Seller can deliver. Any item to
which Purchaser does not timely object will be deemed a "Permitted Exception," provided,
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however, that Purchaser will be deemed to have timely objected to any items the Title Company
identifies as to be released upon closing if such item is not actually released.
8. PRODUCTION OF DOCUMENTS, INSPECTION, AND FEASIBILITY PERIOD.
Seller will deliver to Purchaser and Purchaser's counsel, or otherwise make such records
available for review by Purchaser and Purchaser's counsel, within ten (10) days of the effective
date of this Contract, copies of all documents affecting or bearing upon the condition of the
Property, including but not limited to the following:
(1) blueprints, plans, specifications, engineering reports and construction documents
for all structures and improvements on the Property;
(2) governmental licenses, inspection reports, correspondence, certificates, permits
and approvals for all structures and improvements on the Property;
(3) records of all regulatory proceedings or alleged violations relating to the Property;
(4) soil and environmental surveys, tests, reports and analyses;
(5) prior surveys, maps, plats, deeds, site plans;
(6) any leases for the past five (5) years;
(7) deed restrictions affecting the property;
(8) Seller's most recent title insurance policy;
(9) documents creating, referring to, or relating to any easements for any pipelines,
utilities, roadways, or other encumbrances;
(10) documents concerning the presence, removal or condition of underground storage
tanks; and
(11) any other documents and records relating to the Property as Purchaser may
request.
Purchaser will have sixty calendar (60) days after the Effective Date (the "Inspection and
Feasibility Period ") to seek any desired re- zoning or re- platting of the Property to accommodate
Purchaser's development plans, and to inspect the Property and conduct inspections, studies,
tests and examinations on the Property, including without limitation: (a) core borings; (b)
environmental and architectural tests and investigations, including asbestos surveys of the
structures on the Property; (c) physical inspections of improvements, fixtures, equipment,
subsurface soils, structural members, and personal property; and (d) examination of agreements,
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manuals, plans, specifications and other documents relating to the construction and condition of
the Property and the improvements on the Property. Purchaser and Purchaser's agents,
employees, consultants and contractors will have the right of reasonable entry onto the Property
during normal business hours, and upon reasonable advance notice to Seller and any tenants on
the Property, for purposes of conducting such inspections, studies, tests and examinations
deemed necessary by Purchaser. The inspections, studies, tests and examinations will be at
Purchaser's expense and risk. Purchaser shall, to the extent permitted by law, indemnify Seller
against any claims that arise due to any actions by Purchaser or Purchaser's agents, employees,
consultants and contractors.
9. TERMINATION OPTION.
If Purchaser determines, in Purchaser's sole discretion, no matter how arbitrary, that the
Property is not satisfactory or is not suitable for Purchaser's intended use or purpose, then
Purchaser may terminate this Agreement by delivering a written notice to Seller on or before the
last day of the Inspection and Feasibility Period,
If Purchaser does not properly and timely terminate this Agreement before the expiration
of the Feasibility and Inspection Period (or if Purchaser elects in writing to proceed prior to the
expiration of the Feasibility and Inspection Period, then Purchaser will be deemed to have
waived all objections to the Property, except for any title objections that may be outstanding
pursuant to Section 6 (Review of Survey and Title) of this Agreement. In that event, the
Agreement will continue in full force and effect. This provision does not, however, limit or
invalidate any express representations made by Seller in this Agreement.
10. SPECIAL ASSESSMENTS.
If the Property is situated within a utility district or flood control district subject to the
provisions of Section 49.52 of the Texas Water Code, then Seller shall give to Purchaser as part
of the Title Documents the required written notice. The notice must set forth the current tax rate,
the current bonded indebtedness and the authorized indebtedness of the district, and must comply
with all other applicable requirements of the Texas Water Code.
If the Property is subject to mandatory membership in a property owner's association,
Seller shall provide the name, address and telephone number of the property owner's association
and shall notify Purchaser of the current annual budget of the property owners' association, the
current authorized periodic fees, dues and/or assessments, and any contemplated future
assessments of which Seller is aware relating to the Water Park Property.
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11. CLOSING.
A. The closing of this Contract shall be held on December 28, 2012, or such earlier
date as may be agreed upon by the parties in writing, at the offices of the Title Company at its
address stated below; provided, however, that if on such date the Title Company has not yet
approved title or if there are title objections made by Purchaser which have not yet been cured by
Seller, either party, by written notice to the other, may postpone the date of closing to such date
as shall be designated in such notice, provided that such postponed date shall not be more than
sixty (60) days after closing date specified above, absent written agreement by the parties.
B. At closing, Seller shall deliver to Purchaser at Purchaser's expense: (i) a General
Warranty Deed conveying the Property according to the legal descriptions attached hereto or as
prepared by the surveyor as shown on the Survey of the Property or provided by Purchaser's
legal counsel; (ii) exclusive possession of the Property; (iii) an Owner's Title Policy issued by
the underwriter for the Title Company pursuant to the Title binder with the survey exception
deleted (except as to shortages in the area), and subject only to the permitted exceptions, insuring
good and indefeasible title to the Property vested in Purchaser in the full amount of the total
purchase price of the Property, free and clear of all liens and encumbrances, except those matters
specifically accepted or waived by Purchaser.
C. At closing, Purchaser shall deliver to Seller the Purchase Price in cash or certified
funds, less the Earnest Money, which the Title Company shall deliver to Seller as a credit against
the Purchase Price.
D. Except as provided otherwise herein, Purchaser shall bear all closing costs.
E. Interest, ad valorem taxes, and any other assessments or fees for the then- current
year shall be prorated at closing effective as of the date of closing, provided, however, that
because Purchaser is a tax - exempt organization, Purchaser will not be required to pay any taxes
at closing, and if Seller is obligated to pay additional any property taxes for the current year in
excess of the prorated amount due from Seller, such additional taxes shall be borne by Seller. If
closing occurs before any tax rate or assessment is fixed for the year of closing, the
apportionment of the taxes will be upon the basis of the rate for the preceding year applied to the
latest assessed valuation, but any difference between actual and estimated taxes for the year of
closing will be adjusted equitably between the parties upon receipt of a written statement of the
actual amount. This provision will survive closing.
F. If the Property is situated within a utility district subject to the provisions of a
state or local water code, then at or prior to closing, Seller agrees to give Purchaser the written
notice required by said code provision and Purchaser agrees to sign and acknowledge the notice
to evidence receipt thereof.
G. Foreign Person Notification. If Seller is a Foreign Person, as defined by the
Internal Revenue Code, or if Seller fails to deliver to Purchaser or the Title Company a non-
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foreign affidavit pursuant to Section 1445 of the Internal Revenue Code, then Purchaser may
withhold from the sales proceeds an amount sufficient to comply with applicable tax law and
deliver the withheld proceeds to the Internal Revenue Service, together with appropriate tax
forms. The required affidavit from Seller will include: (1) a statement that Seller is not a foreign
person; (2) the U. S. taxpayer identification number of Seller; and (3) any other information
required by Section 1445 of the Internal Revenue Code or other applicable law or regulation.
12. TERNIINATION.
If this Contract is terminated by Purchaser as permitted herein pursuant to a right of
termination granted to Purchaser by any provision of this Agreement, Seller shall retain the
Feasibility Option Payment, the Title Company shall refund the Earnest Money to Purchaser, and
the parties shall have no further obligation one to the other, except as otherwise provided herein.
If Purchaser elects to so terminate, and if such termination is not due to any default by Seller, if
the condition of the Property was altered due to inspections, studies, tests or examinations
performed by Purchaser or on Purchaser's behalf, then Purchaser must restore the Property to its
original condition at Purchaser's expense, and except as otherwise provided herein.
13. DEFAULT.
If Seller shall fail to consummate this Contract for any reason, except Purchaser's default,
Purchaser may enforce specific performance of this Contract or may bring suit for damages
against Seller. If Seller defaults and Purchaser does not elect to enforce specific performance of
this Agreement, then, in addition to other actual damages, Seller shall reimburse Purchaser for
Purchaser's actual, out -of- pocket expenses paid to independent third parties in connection with
this Agreement, including but not limited to, reasonable fees and expenses for engineering
assessments, environmental assessments, architectural plans, surveys, and legal fees, in an
amount not to exceed Five Thousand Dollars and no cents ($5,000.00).
If Purchaser shall fail to consummate this Contract for any reason, except Seller's default
or the termination of this Contract pursuant to a right to terminate given herein, Seller shall have
the right to have the Earnest Money paid to Seller as liquidated damages for the breach of this
Contract as Seller's sole remedy.
14. NO COMMISSIONS OWED.
Seller and Purchaser each represent to the other that they have not retained any real estate
agent or broker, and that no party is entitled to receive a commission or other payment upon the
sale of the Property. Seller and Purchaser each warrant that if any person or entity claims such a
right, the party through which such person or entity is claiming such right shall, to the extent
permitted by law, indemnify the other party from liability, including the payment of reasonable
attorney's fees incurred. This warranty shall survive closing.
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15. CHANGE OF POSSESSION.
Seller shall have up to one hundred eighty (180) calendar days after closing to vacate the
Property, at which time Purchaser shall be entitled to possession, at no cost to Seller. If Seller is
willing to vacate the Property at an earlier date, Seller shall inform Purchaser in writing that
Purchaser is free to enter and take possession of the Property. During the time following closing
and prior to Seller vacating the Property, Seller shall not commit waste or damage the Property,
and shall deliver possession to Purchaser in the same condition as currently exists, normal wear
and tear excepted.
15. MISCELLANEOUS PROVISIONS.
A. Effective Date of Contract. The term "effective date of this Contract" as used
herein shall mean the day that this Contract has been: (1) signed by Seller; (2) approved by the
City Council of the Purchaser in open meeting; and (3) signed by the Mayor or City Manager of
• Purchaser. If the final date of any period falls upon a Saturday, Sunday or legal holiday under
the laws of the State of Texas, or upon a date when the office of the Title Company is closed for
other reasons, then in such event the time of such period shall be extended to the next day which
is not a Saturday, Sunday or legal holiday under the laws of the State of Texas, and the Title
Company's office is open.
B. Notices. Any notice or communication required or permitted hereunder shall be
deemed to be delivered, whether actually received or not, when deposited in the United States
mail, postage fully prepaid, certified mail, addressed to the intended recipient at the addresses
shown below, with a copy to such recipient's legal counsel, if the name of such legal counsel is
shown below, or faxed to the facsimile transmission numbers of such persons shown on the
signature page of this Contract. Any address for notice may be changed by written notice so
given.
Notices to be sent to:
PURCHASER:
City of Southlake
1400 Main Street, Ste 320
Southlake, Texas 76092
Attn: Shana Yelverton, City Manager
Telephone: (817) 748 -8057
Facsimile: (817) 748 -8010
and
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City of Southlake
1400 Main Street, Ste 320
Southlake, Texas 76092
Attn: Chris Tribble, Director of Community Services
Telephone: (817) 748 -8021
Facsimile: (817) 748 -8027
and
Tim G. Sralla
TAYLOR, OLSON, ADKINS, SRALLA & ELAM, L.L.P.
6000 Western Place, Suite 200
Fort Worth, Texas 76107
Telephone: (817) 332 -2580
Facsimile: (817) 332 -4740
Electronic Mail: tsralla @toase.com
SELLER:
John M. Shelton
570 East Dove Road
Southlake, Texas 76092 -3700
Telephone:
Facsimile:
Electronic Mail:
TITLE COMPANY:
Rattikin Title Company
Attn. Alicia Newburn, Assistant to Larry Townsend
Electronic Mail: ANewburn @RattikinTitle.com
201 Main Street, Suite 800
Fort Worth, Texas 76102
Telephone: (817) 334 -1309
Facsimile: (817) 877 -4237
Georgetown Office Park
2615 E. Southlake Boulevard, Suite 100
Southlake, Texas 76092
Telephone: (817) 329 -9975
Facsimile: (817) 481 -5058
C. Forms. In case of a dispute as to the form of any document required hereunder,
the current form prepared by the State Bar of Texas shall be conclusively deemed reasonable.
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D. Attorney's Fees. If either party shall be required to employ an attorney to
enforce or defend the rights of such party hereunder, the prevailing party shall be entitled to
recover reasonable attorney's fees.
E. Integration. This Contract contains the complete agreement between the parties
and cannot be varied except by the written agreements of the parties. The parties agree that there
are no oral agreements, understanding, representations or warranties which are not expressly set
forth herein.
F. Survival. The terms and conditions of this Contract and all representations,
warranties, covenants and agreements made by Seller shall survive closing of this transaction,
and shall not merge herein.
G. Binding Effect. This Contract shall inure to the benefit of and bind the parties
hereto and their respective heirs, representatives, successors and assigns and shall be construed
under the laws of the State of Texas.
H. Rules of Construction. This Contract shall not be construed against the drafting
party, but all other rules of contract construction shall apply.
I. Choice of Law and Place of Performance and Venue. This Contract is to be
construed under the substantive laws of the State of Texas, without regard to its choice of law
rules. This Contract is to be performed entirely in Tarrant County, Texas, and in the event of any
dispute, venue shall be in the state courts located in Tarrant County, Texas.
J. Entire Contract. This Contract, together with any exhibits and addenda, any
documents provided by Seller to Purchaser pursuant to this Contract, and any closing documents
delivered at closing, constitute the entire agreement of the parties concerning this transaction.
There are no oral representations, warranties, agreements or promises pertaining to the sale of the
Property by Seller to Purchaser not incorporated in this Contract, any exhibits and addenda, any
documents provided by Seller to Purchaser pursuant to this Contract, or any closing documents
delivered at closing.
K. No Waiver of Default. A failure of the non - defaulting party to declare
immediately a default shall not constitute a waiver of any provision of this Contract, unless this
Contract expressly specifies a specific time for objection and a waiver upon a failure to timely
object.
16. CONTRACT AS OFFER.
The execution of this Contract by the first party to do so constitutes an offer to purchase
or sell the Property. Unless within fifteen (15) days from the date of execution of this Contract
by the first party this Contract is accepted by the other party and a fully executed copy is
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delivered to the first party, the offer of this Contract shall he automatically revoked and
terminated, and the Earnest Money, if any, shall be returned to Purchaser.
17. CHANGE OF POSSESSION.
Seller warrants and represents to Purchaser that Seller will deliver exclusive possession
of the Property to Purchaser at closing, and that at such time, there will be no existing leases on
the Property, either oral or written. This warranty shall survive closing.
18. HAZARDOUS SUBSTANCES OR MATERIALS.
Seller warrants and represents that Seller is unaware of the presence of any hazardous,
toxic, or dangerous material being located on the Property or in the soils, ground or subsurface of
the Property. Seller shall provide to Purchaser, within ten (10) days of the effective date of this
Contract, all documents in Seller's possession, custody or control relating to the presence, or lack
thereof, of hazardous, toxic, or dangerous materials, or any substance currently regulated,
prohibited, or defined by the Federal or State government as requiring remediation, In addition
to Seller's warranty, and not in lieu of it, Seller agrees that Purchaser, its agents, contractors
and/or employees shall have a period of sixty (60) days after the effective date of this Contract to
enter upon the Property for the purpose of conducting soil tests and any other environmental
study Purchaser elects, to deterrnine the presence, or lack thereof, of hazardous, toxic, or
dangerous materials, or any substance currently regulated, prohibited, or defined by the Federal
or State government as requiring remediation, on the Property or in the soils, ground or
subsurface of the Property. In the event Purchaser determines, in its sole judgment, that the
Property contains any such substances, Purchaser shall have the right to terminate this Contract
by written notice to Seller, postmarked on or before the expiration of the said sixty (60) day
period, and in the event of such termination, the Title Company shall immediately return to
Purchaser the herein provided Earnest Money.
19. INDEMNIFICATION FOR EXISTING ENVIRONMENTAL CONTAMINATION.
SELLER INDEMNIFIES, HOLDS HARMLESS AND RELEASES PURCHASER FROM ANY
LIABILITY FOR ENVIRONMENTAL PROBLEMS AFFECTING THE PROPERTY, INCLUDING BUT NOT
LIMITED TO, LIABILITY UNDER THE COMPREHENSIVE ENVIRONMENTAL RESPONSE,
COMPENSATION AND LIABILITY ACT (CERCLA), THE RESOURCE CONSERVATION AND
RECOVERY ACT (RCRA), THE TEXAS SOLID WASTE DISPOSAL ACT, OR THE TEXAS WATER
CODE, WHICH ARISES AS THE RESULT OF SELLER'S NEGLIGENCE OR THE NEGLIGENCE OF
SELLER'S REPRESENTATIVES, EMPLOYEES, AND AGENTS, OR WHICH OCCURRED DURING
SELLER'S OWNERSHIP OF THE PROPERTY, OR OF WHICH SELLER HAD ACTUAL AWARENESS OR
REASON TO KNOW OF, REGARDLESS OF WHETHER ARISING AS THE RESULT OF THEORIES OF
PRODUCTS LIABILITY, STRICT LIABILITY, STATUTORY VIOLATION, OR UNDER NEW LAWS OR
CHANGES TO EXISTING LAWS ENACTED AFTER THE EFFECTIVE DATE THAT WOULD OTHERWISE
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IMPOSE ON PURCHASER LIABILITIES FOR ENVIRONMENTAL PROBLEMS AFFECTING TIIE
PROPERTY.
The provisions of this Section will survive closing and will be included in the deed, with
appropriate modification of terms as the context requires.
20. TIME OF THE ESSENCE.
Time is of the essence in this Contract of Sale.
21. SELLER'S REPRESENTATIONS TO PURCHASER.
Seller represents and warrants to Purchaser that the following are true and correct as of
the effective date of this Contract, and will also be true and correct on the Closing Date:
A. Authority. Seller is a resident of the State of Texas with authority to convey
the Property to Purchaser. This Contract is, and all documents required by this Contract to be
executed and delivered to Purchaser at closing will be, duly authorized, executed and delivered
by Seller. At closing, Seller will deliver such proof of corporate authority as Purchaser or the
Title Company may reasonably request.
B. Litigation. There is no litigation pending or threatened against Seller that might
affect the Property or Seller's ability to perform its obligations under this Contract.
C. Violation of Laws. Seller has no knowledge of and has not received notice of
violation of any law, ordinance, regulation or requirements affecting the Property or Seller's use
of the Property.
D. Licenses, Permits and Approvals. Seller has not received notice that any
license, permit or approval necessary to operate the Property in the manner in which it is
currently operated will not be renewed on expiration or that any material condition will be
imposed in order to obtain their renewal.
E. Hazardous Materials. Seller has not received notice of any inquiries or
investigations by any governmental authority or third party with respect to the presence of
hazardous materials on the Property or the migration of hazardous materials or environmental
contamination on or under the Property, or any notices of the presence of such materials or
contamination on or under the Property, or the violation of any laws, ordinances or regulations
regarding the presence of such materials or contamination on or under the Property.
F. No Other Obligation to Sell the Property or Restriction against Selling the
Property. Seller is not obligated to sell the Property to any person, entity, or party other than
Purchaser. Seller's performance of this Contract will not cause a breach of any other agreement
or obligation to which Seller is a party or to which Seller is bound.
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G. No Liens or Leases. On the Closing Date, the Property will be free and clear of
all mechanic's, materialman's and other liens and encumbrances except the Permitted
Exceptions, that the Property will not be subject to any recorded or unrecorded, written or oral,
leasehold interests of any nature, and that no work or materials will have been furnished to the
Property that might give rise to mechanic's, materialman's or other liens against the Property
other than work or materials to which Purchaser has given its consent.
The provisions of this Section will survive closing.
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Signed on this /,y 7 day of ���.� y-- 52012.
JOHN M. SHELTON, SELLER
/4
•
7
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Signed on this 14 day of De..e.411.--b-e_A—/ , 2012.
THE CITY OF SOUTHLAKE, TEXAS, PURCHASER
By: � /
Shana Yelve l f , City Manager
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EARNEST MONEY RECEIPT
The undersigned certifies that the above -named Purchaser has paid to Rattikin Title Company
the sum of One Thousand Dollars and no cents ($1,000.00) on this r1-} - day of
7 Q.ce_moey- , 20\2.
RAUIKIN TITLE COMPANY
By: &p/1n 14a.A5 .ate.,
Name: e .AR ,4k r . a 11
Title: �.SC„Y_ a S S x5�� +^
Telephone: _In - 33 C� -, 1 3pq
Facsimile: a:nQW bUY'r< rb.lr' • v4" 1 � . (c, m
REAL ESTATE SALES CONTRACT WITH CITY AS BUYER Page 15
W :lSouddake\SheltanJohntReal estate contract of sale between City of Southlake as purchaser and John M. Shelton as seller tgs.12,12.12.doe
Zr
DEC 1 2112
December 18, 2012
via U. S. Mail
V Ms. Shana Yelverton, City Manager Mr. Johnhelton
City of Southlake 570 Road
1400 Main Street, Suite 320 So tfi hlake, TX 76092
Southlake, TX 76092
Re: GF# DT -12- 04117 -MN
Seller: John M. Shelton
Purchaser: City of Southlake
Property: 570 East Dove Road, Southlake, Tarrant County, TX
Dear Ms. Yelverton and Mr. Shelton,
In regards to the above referenced transaction, enclosed herewith please find a copy of the
receipted contract for your records. The earnest money in the amount of $1,000.00 was
received December 17, 2012.
The Rattikin Title Company closer for this transaction, Megan Newburn, will be out of the
office until February 2013. Therefore, if you have any questions or require anything further
at this time, please feel free to contact Larry Townsend at Townsend @rattikintitle.com, or his
assistant, Alicia Newburn at anewburn@rattikintitle.com, as they will be handling this
transaction for Ms. Newburn.
Thank you.
Sincerely,
Alicia NawOars
Alicia Newburn
Rattikin Title Company
201 Main Street, Suite 800
Fort Worth, Texas 76102
817 - 334 -1309
Encl.
Page 1 of 2
Southlake Office • 2615 E. Southlake Blvd.. Suite 100 • Southlake, Texas 76092 • Phone 817.329.9975 • Fax 817 481 5058
ww_ .l atti€cintitIe.com
RA:11.1 , IF
Page 2 of 2
cc: via U.S. Mail
Mr. Chris Tribble, Director of Community Services
City of Southlake
1400 Main Street, Suite 320
Southlake, TX 76092
via E-mail
Mr. Tim G. Sralla
Taylor, Olson, Adkins, Sralla & Elam, LLP
6000 Western Place, Suite 200
Fort Worth, TX 76107
Southlake Office • 2615 E. Southlake Blvd, Suite 100 • Southlake, Texas 76092 • Phone 817.329.9975 • Fax 817 481 5058
‘-‘ WW.Rattikintitle.com
Electronically Recorded Tarrant County Texas
Official Public Records 1/2/2013 8:36 AM D213000101
'17 f}Lwut IcLu PGS 4 $28.00 c...r.
Mary Louise Garcia Submitter: SIMPLIFILE
----- - - - - -- (Space Above This Line For Recording Data) - --. - -- - -_ —
RTC GFM12 -04117 DT /LTownsend;chk
NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU
MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION
FROM ANY INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY
BEFORE IT 1S FILED FOR RECORD IN TEE PUBLIC RECORDS: YOUR SOCIAL
SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER.
General Warranty Deed
Date: Executed on the date set forth in the Acknowledgment,
but to be effective as of December 31, 2012
Grantor: JOHN M. SHELTON and wife, NETTIE RUTH SHELTON,
joining herein `pro forma' to convey homestead interest only
Grantor's Mailing Address: 570 East Dove Road
Southlake, Texas 76092
Tarrant County
Grantee: CITY OF SOUTHLAKE, a home rule municipal corporation
Grantee's Mailing Address:1400 Main Street, Suite 320
Southlake, Texas 76092
Tarrant County
Consideration:
TEN AND NO /100 DOLLARS ($10.00) and other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged.
Property (including any improvements):
Lot 2, Block 1, LIBERTY PARK AT SHELTONWOOD, an Addition to the City
of Southlake, Tan County, Texas, according to plat filed for record under
Clerk's File No. D2090476]3, Deed Records of Tarrant County, Texas.
Property Address: 570 East Dove Road, Southlake, Texas 76092
1
rZfileeS
This document !..'s ► . # ° 'z ltr^ric. lly recorded by
Rattikin Title C
Date recorded...- \\.. \
Document Numbth Y2-A \ �..
------------------- - - - - -- [Space .Abo■e This Line For Recording Datej-- - - - - -- - - --
RTC GF #12 -04117 DT1Tounsend;chk
NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU
MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION
FROM ANY INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY
BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL
SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER.
General Warranty Deed
Date: Executed on the date set forth in the Acknowledgment,
but to be effective as of: December 31, 2012
Grantor: JOHN M. SHELTON and wife, NETTIE RUTH SHELTON,
joining herein `pro forma' to convey homestead interest only
Grantor's Mailing Address: 570 East Dove Road
Southlake, Texas 76092
Tarrant County
Grantee: CITY OF SOUTHLAKE, a home rule municipal corporation
Grantee's Mailing Address:1400 Main Street, Suite 320
Southlake, Texas 76092
Tarrant County
Consideration:
TEN AND NO /100 DOLLARS ($10.00) and other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged.
Property (including any improvements):
Lot 2, Block 1, LIBERTY PARK AT SHELTONWOOD, an Addition to the City
of Southlake, Tarrant County, Texas, according to plat filed for record under
Clerk's File No. D209047613, Deed Records of Tarrant County, Texas.
Property Address: 570 East Dove Road, Southlake, Texas 76092
je.4-
Reservations from Conveyance: None
Exceptions to Conveyance and Warranty:
This conveyance is made and accepted subject to certain matters referred to by the
parties herein as the "Permitted Exceptions ", and being more particularly
described on attached Exhibit "A ".
Grantor, for the Consideration and subject to the Reservations from Conveyance and the
Exceptions to Conveyance and Warranty, grants, sells, and conveys to Grantee the Property,
together with all and singular the rights and appurtenances thereto in any way belonging, to have
and to hold it to Grantee and Grantee's heirs, successors, and assigns forever. Grantor binds
Grantor and Grantor's heirs and successors to warrant and forever defend all and singular the
Property to Grantee and Grantee's heirs, successors, and assigns against every person whomsoever
lawfully claiming or to claim the same or any part thereof, except as to the Reservations from
Conveyance and the Exceptions to Conveyance and Warranty.
Indemnification for Existing Environmental Contamination. GRANTOR INDEMNIFIES,
HOLDS HARMLESS AND RELEASES GRANTEE FROM ANY LIABILITY FOR
ENVIRONMENTAL PROBLEMS AFFECTING THE PROPERTY, INCLUDING BUT NOT
LIMITIED TO, LIABILITY UNDER THE COMPREHENSIVE ENVIRONMENTAL
RESPONSE, COMPENSATION AND LIABILITY ACT (CERCLA), THE RESOURCE
CONVERVATION AND RECOVERY ACT (RCRA), THE TEXAS SOLID WASTE DISPOSAL
ACT, OR THE TEXAS WATER CODE, WHICH ARISES AS THE RESULT OF GRANTOR'S
NEGLIGENCE OR THE NEGLIGENCE OF GRANTOR'S REPRESENTATIVES,
EMPLOYEES, AND AGENTS, OR WHICH OCCURRED DURING GRANTOR'S
OWNERSHIP OF THE PROPERTY, OR OF WHICH GRANTOR HAD ACTUAL
AWARENESS OR REASON TO KNOW OF, REGARDLESS OR WHETHER ARISING AS
THE RESULT OF THEORIES OF PRODUCTS LIABILITY, STRICT LIABILITY,
STATUTORY VIOLATION, OR UNDER NEW LAWS OR CHANGES TO EXISTLNG LAWS
ENACTED AFTER THE EFFECTIVE DATE THAT WOULD OTHERWISE IMPOSE ON
GRANTEE LIABILITES FOR ENVIRONMENTAL PROBLEMS AFFECTING THE
PROPERTY.
When the context requires, singular nouns and pronouns include the plural.
JOHN M. SHELTON
N 'FILE RUTH SHELTON
General Warranty Deed Page 2 of 3
STATE OF TEXAS §
§
COUNTY OF TARRANT § I l'16(----- This instrument was acknowledged before on * air 0 ` ,
by JOHN M.SHELTON.
9 '-aV P'14 SH ELLEY A. THURMAN I�' I
0
`1J� Notary Public A Aw_
m /�.: State of Texas Notary Public, State of ' t) as
♦7rE OF 4-'r Comm, Expires 09-11-2013 My commission expires:
STATE OF TEXAS §
§
COUNTY OF TARRANT § O'
This instrument was acknowledged before me on , 20 1 —,
by NETTIE RUTH SHELTON .
CV
=01PP v PV SHELLEY A. THURMAN k i
_ , Notary Public ��
�
State of Texas otai ublic, State of Te
'' + � comm. Expires 09-11 -2013 My commission expires:
AFTER RECORDING RETURN TO:
CITY OF SOUTHLAKE
ATTN: Shana Yelverton, City Manager
1400 Main Street, Ste 320
Southlake, TX 76092
General Warranty Deed Page 3 of 3
/)
ilk5 '
RTC GF# 12 -04117 DT/LTownsend;chk
Exhibit "A"
"Permitted Exceptions"
1. Rights of parties in possession.
2. A 5 foot wide easement along the North, East and West side(s) of the property for public utilities,
as shown by plat filed for record under Clerk's File No. D209047613, Deed Records ofTarrant
County, Texas, and as shown on survey dated December 26, 2012, prepared by Coy D. Landes,
Registered Professional Land Surveyor No. 1886.
3. A 40 foot building setback line along the South side(s), as shown by plat filed for record under
Clerk's File No. D209047613, Deed Records of Tarrant County, Texas, and as shown on survey
dated December 26, 2012, prepared by Coy D. Landes, Registered Professional Land Surveyor
No. 1886.
4. Avigation Easement and Release to the CITY OF SOUTHLAKE, as set out on plat filed for record
under Clerks' File No. D209047613, Deed Records of Tarrant County, Texas, and as shown on
survey dated December 26, 2012, prepared by Coy D. Landes, Registered Professional Land
Surveyor No. 1886.
5. Notice(s) of any law, ordinance, permit, fees or governmental regulation (including building and
zoning) restricting, regulating, prohibiting or relating to the occupancy, use, or enjoyment of the
property, as noted and /or shown on plat filed for record under Clerk's File No. D209047613, Deed
Records of Tarrant County, Texas.
6. Easement for right -of -way granted to TEXAS POWER & LIGHT COMPANY by instrument
recorded in Volume 7942, Page 44, Deed Records of Tarrant County, Texas; and as shown on plat
filed for record under Clerk's File No. D209047613, Deed Records of Tarrant County, Texas, and
as shown on survey dated December 26, 2012, prepared by Coy D. Landes, Registered
Professional Land Surveyor No. 1886.
7. Easement for permanent utilities and temporary construction recorded in Volume 13419, Page
476, Deed Records of Tarrant County, Texas; and as shown on plat filed for record under Clerk's
File No. D209047613, Deed Records of Tarrant County, Texas, and as shown on survey dated
December 26, 2012, prepared by Coy D. Landes, Registered Professional Land Surveyor No.
1886.
8. Easement for permanent utilities and temporary construction recorded in Volume 13481, Page
102, Deed Records of Tarrant County, Texas; and as shown on plat filed for record under Clerk's
File No. D209047613, Deed Records of Tarrant County, Texas, and as shown on survey dated
December 26, 2012, prepared by Coy D. Landes, Registered Professional Land Surveyor No.
1886.
9. Terms, conditions, and stipulations of Oil, Gas and Mineral lease, a Memorandum of which is
dated effective September 29, 2008, filed for record under Clerk's File No. D208384296, Deed
Records of Tarrant County, Texas, as affected by instrument(s) filed for record under Clerk's File
No(s). D208404874, Deed Records of Tarrant County, Texas, and as noted on survey dated
December 26, 2012, prepared by Coy D. Landes, Registered Professional Land Surveyor No.
1886. Title to said Lease has not been checked subsequent to the date of recording of the said
Memorandum.
10. The following matters as shown by survey dated December 26. 2012, prepared by Coy D. Landes.
Registered Professional Land Surveyor No. 1886:
a. Overhead electric lines
b. Overhead telephone lines
gej,
I.j-\L 1 111 4.4, LE
February 25, 2013
City of Southlake, a home rule Municipal Corporation
1400 Main Street, Suite 320
Southlake, TX 76092
Re: RTC GF #: 12 -04117
Property Address: 570 East Dove Road
Southlake, TX 76092
Dear City of Southlake, a home rule municipal corporation :
In connection with the above referenced transaction, we are pleased to enclose the title policy and original
instruments that have been filed of record.
We continually strive to deliver consistent, high quality customer service and to make your experience as
comfortable and easy as possible. To that end, we have created a special file conceming this transaction.
Should the property be placed for sale or mortgaged in the future, all corresponding history will be easily
accessible and will expedite closing of the transaction at Rattikin Title.
It has been a great pleasure to be of service to you in this matter. If we can be of further assistance in this, or any
future transaction, please contact us.
Sincerely,
Megan Newburn
Escrow Officer
mnewburn @rattikintitle.com
Southlake Office * 2615 E. Southlake Blvd., Suite 100 • Southlake, 'texas 76092 • Phone 817.329.9975 * Fax 817.481.5058
NA wr vi.Ra ttikint it e. omt
OWNER'S POLICY OF TITLE INSURANCE (T -1)
Issued by ALLIANT NATIONAL TITLE INSURANCE COMPANY POLICY NO.
Any notice of claim and any other notice or statement in writing required to be given to the Company
under this Policy must be given to the Company at the address shown in Section 18 of the Conditions
COVERED RISKS
SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE B AND THE
CONDITIONS, ALLIANT NATIONAL TITLE INSURANCE COMPANY, a Colorado corporation (the "Company") insures, as of Date of Policy and,
to the extent stated in Covered Risks 9 and 10, after Date of Policy, against loss or damage, not exceeding the Amount of Insurance, sustained
or incurred by the Insured by reason of:
1. Title being vested other than as stated in Schedule A.
2. Any defect in or lien or encumbrance on the Title. This Covered Risk includes but is not limited to insurance against loss from:
(a) A defect in the Title caused by:
(i) forgery, fraud, undue influence, duress, incompetency, incapacity or impersonation;
(ii) failure of any person or Entity to have authorized a transfer or conveyance;
(iii) a document affecting Title not properly created, executed, witnessed, sealed, acknowledged, notarized or delivered;
(iv) failure to perform those acts necessary to create a document by electronic means authorized by law;
(v) a document executed under a falsified, expired or otherwise invalid power of attorney;
(vi) a document not properly filed, recorded or indexed in the Public Records including failure to perform those acts by electronic
means authorized by law; or
(vii) a defective judicial or administrative proceeding.
(b) The lien of real estate taxes or assessments imposed on the Title by a governmental authority due or payable, but unpaid.
(c) Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed
by an accurate and complete land survey of the Land. The term "encroachment" includes encroachments of existing
improvements located on the Land onto adjoining land, and
(d) Any statutory or constitutional mechanic's, contractor's, or materialman's lien for labor or materials having its inception on
or before Date of Policy.
3. Lack of good and indefeasible Title.
4. No right of access to and from the Land.
5. The violation or enforcement of any law, ordinance, permit, or governmental regulation (including those relating to building and zoning)
restricting, regulating, prohibiting or relating to:
(a) the occupancy, use or enjoyment of the Land;
(b) the character, dimensions or location of any improvement erected on the Land;
(c) subdivision of land; or
(d) environmental protection if a notice, describing any part of the Land, is recorded in the Public Records setting forth the violation or
intention to enforce, but only to the extent of the violation or enforcement referred to in that notice.
6. An enforcement action based on the exercise of a governmental police power not covered by Covered Risk 5 if a notice of the enforcement
action, describing any part of the Land, is recorded in the Public Records, but only to the extent of the enforcement referred to in that notice.
7. The exercise of the rights of eminent domain if a notice of the exercise, describing any part of the Land, is recorded in the Public Records.
8. Any taking by a governmental body that has occurred and is binding on the rights of a purchaser for value without Knowledge.
9. Title being vested other than as stated in Schedule A or being defective:
(a) as a result of the avoidance in whole or in part, or from a court order providing an alternative remedy, of a transfer of all or any part of
the title to or any interest in the Land occurring prior to the transaction vesting Title as shown in Schedule A because that prior transfer
constituted a fraudulent or preferential transfer under federal bankruptcy, state insolvency or similar creditors' rights laws; or
(b) because the instrument of transfer vesting Title as shown in Schedule A constitutes a preferential transfer under federal bankruptcy,
state insolvency or similar creditors' rights laws by reason of the failure of its recording in the Public Records:
(i) to be timely, or
(ii) to impart notice of its existence to a purchaser for value or a judgment or lien creditor.
10. Any defect in or lien or encumbrance on the Title or other matter included in Covered Risks 1 through 9 that has been created or
attached or has been filed or recorded in the Public Records subsequent to Date of Policy and prior to the recording of the deed or other
instrument of transfer in the Public Records that vests Title as shown in Schedule A.
The Company will also pay the costs, attorneys' fees and expenses incurred in defense of any matter insured against by this Policy, but only to
the extent provided in the Conditions
ALLIANT NATIONAL TITLE
INSURANCE COMPANY
Rattikin Title Company
201 Main Street LE /H S By. Of / 1-' • 4°V
O G .G u+ �
Suite 800 �.' R
•y President
Fort Worth, TX 76102 SEAL
Countersi Z ; `/
y / p O RA9 a0
._ �...��r► > >!y 1 Attest: •
1
j.
�� �__
By: r - , Secretary
y rued Officer o Agent
Form ANTTX -T1 Owner's Policy of Title Insurance
IMPORTANT NOTICE AVISO IMPORTANTE
To obtain information or make a Para obtener informacion o para someter una
complaint: queja:
You may call Alliant National Title Ins. Co.'s toll Usted puede Ilamar al numero de telefono gratis
free telephone number for information or to make de Alliant National Title Ins. Co. para informacion
a complaint at: o para someter una queja al:
(877)788 - 9800 (877)788 - 9800
You may also write to Alliant National Title Ins. Usted tambien puede escriber a Alliant National
Co. at: Title Ins. Co.:
1831 Lefthand Circle; Suite G 1831 Lefthand Circle; Suite G
Longmont, CO. 80501 Longmont, CO. 80501
You may contact the Texas Department of Puede comunicarse con el Departamento de
Insurance to obtain information on Seguros de Texas para obtener informacion
companies, coverages, rights, or complaints acerca de companias, coberturas, dereturas,
at: derechos o quejas al:
1- 800 - 252 -3439 1- 800 - 252 -3439
You may write the Texas Department of Puede escribir al Departamento de Seguros de
Insurance: Texas:
P.O. Box 149104 P.O. Box 149104
Austin, TX 78714 -9104 Austin, TX 78714 -9104
Fax: (512) 475 -1771 Fax: (512) 475 -1771
Web: http: / /www.tdi.state.tx.us Web: http: / /www.tdi.state.tx.us
E - mail: ConsumerProtection @tdi.state.tx.us E -mail: ConsumerProtection @tdi.state.tx.us
PREMIUM OR CLAIM DISPUTES: DISPUTAS SOBRE PRIMAS 0 RECLAMOS:
Should you have a dispute concerning your i tiene una disputa concerniente a su prima o
premium or about a claim, you should a un reclamo, debe comunicarse con el
contact Alliant National Title Ins. Co. first. If Alliant National Title Ins. Co. primero. Si no
the dispute is not resolved, you may then se resuelve la disputa, puede entonces
contact the Texas Department of Insurance. comunicarse con el dapartamento (TDI).
ATTACH THIS NOTICE TO YOUR POLICY: UNA ESTE AVISO A SU POLIZA:
This notice is for information only and does Este aviso es solo para proposito de
not become a part or condition of the informacion y no se convierte en parte o
attached document. condicion del documento adjunto
ALLIANT NATIONAL TITLE INS. CO.
OWNER'S POLICY OF TITLE INSURANCE T -1
SCHEDULE A
Name and Address of Title Insurance Company: Alliant National Title Ins. Co.
1831 Lefthand Circle; Suite G
Longmont, CO. 80501
File Number: 12 -04117 Policy Number:
Address for Reference only: 570 East Dove Road
Southlake, TX 76092
Amount of Insurance: $ 800,000.00
Date of Policy: January 2, 2013 Premium: $5,318.15
1. Name of Insured:
City of Southlake, a home rule Municipal Corporation
2. The estate or interest in the land which is covered by this policy is:
Fee Simple estate, subject to, and the Company does not insure title to, and excepts from the description of
the Land, coal, lignite, oil, gas and other minerals in, under and that may be produced from the Land,
together with all rights, privileges, and immunities related thereto.
3. Title to the estate or interest in the land is insured as vested in:
City of Southlake, a home rule Municipal Corporation
4. The land referred to in this policy is described as follows:
Lot 2, Block 1, LIBERTY PARK AT SHELTONWOOD, an Addition to the City of Southlake, Tarrant County,
Texas, according to plat filed for record under Clerk's File No. D209047613, Deed Records of Tarrant
County, Texas.
FORM T -1: Owner's Policy of Title Insurance
Schedule A (12- 04117.PFD/12- 04117/67)
Rev. 05 -01 -08 RATTIKIN TITLE COMPANY, FORT WORTH, TEXAS
ALLIANT NATIONAL TITLE INS. CO.
SCHEDULE B
File No.: 12 -04117 Policy No.:
EXCEPTIONS FROM COVERAGE
This policy does not insure against Toss or damage (and the Company will not pay costs, attomeys' fees or
expenses) that arise by reason of the terms and conditions of the leases and easements, if any, shown in
Schedule A and the following matters:
This Item is hereby deleted.
2. A - diccrcpancics, conflicts, or shortages in area or boundary lines, or any encroachments or protrusions,
3. Homestead or community property or survivorship rights, if any, of any spouse of any Insured.
4. Any titles or rights asserted by anyone, including but not limited to, persons, the public, corporations,
governments or other entities.
a. to tidelands, or lands comprising the shores or beds of navigable or perennial rivers and streams,
lakes, bays, gulfs or oceans, or
b. to lands beyond the line of the harbor or bulkhead lines as established or changed by any
government, or
c. to filled -in lands, or artificial islands, or
d. to statutory water rights, including riparian rights, or
e. to the area extending from the line of mean low tide to the line of vegetation, or the right of access to
that area or easement along and across that area.
5. Standby fees, taxes and assessments by any taxing authority for the year 2013, and subsequent years;
and subsequent taxes and assessments by any taxing authority for prior years due to change in land
usage or ownership, but not those taxes or assessments for prior years because of an exemption granted
to a previous owner of the property under Section 11.13, Texas Tax Code, or because of improvements
not assessed for a previous tax year.
6. The following matters and all terms of the documents creating or offering evidence of the matters (The
Company must insert matters or delete this exception.)
a. Rights of parties in possession.
b. A 5 foot wide easement along the North, East and West side(s) of the property for public utilities, as
shown by plat filed for record under Clerk's File No. D209047613, Deed Records of Tarrant County,
Texas, and as shown on survey dated December 26, 2012, prepared by Coy D. Landes, Registered
Professional Land Surveyor No. 1886.
c. A 40 foot building setback line along the South side(s), as shown by plat filed for record under
Clerk's File No. D209047613, Deed Records of Tarrant County, Texas, and as shown on survey
dated December 26, 2012, prepared by Coy D. Landes, Registered Professional Land Surveyor No.
1886.
FORM T -1: Owner's Policy of Title Insurance
Schedule B (12-041 17.PFD/1 2- 041 1 7/68)
Rev. 05 -01 -08 RATTIKIN TITLE COMPANY, FORT WORTH, TEXAS
•
SCHEDULE B
(Continued)
File No.: 12 -04117 Policy No.:
d. Avigation Easement and Release to the CITY OF SOUTHLAKE, as set out on plat filed for record
under Clerks' File No. D209047613, Deed Records of Tarrant County, Texas, and as shown on
survey dated December 26, 2012, prepared by Coy D. Landes, Registered Professional Land
Surveyor No. 1886.
e. Notice(s) of any law, ordinance, permit, fees or governmental regulation (including building and
zoning) restricting, regulating, prohibiting or relating to the occupancy, use, or enjoyment of the
property, as noted and /or shown on plat filed for record under Clerk's File No. D209047613, Deed
Records of Tarrant County, Texas.
f. Easement for right -of -way granted to TEXAS POWER & LIGHT COMPANY by instrument recorded
in Volume 7942, Page 44, Deed Records of Tarrant County, Texas; and as shown on plat filed for
record under Clerk's File No. D209047613, Deed Records of Tarrant County, Texas, and as shown
on survey dated December 26, 2012, prepared by Coy D. Landes, Registered Professional Land
Surveyor No. 1886.
g. Easement for permanent utilities and temporary construction recorded in Volume 13419, Page 476,
Deed Records of Tarrant County, Texas; and as shown on plat filed for record under Clerk's File
No. D209047613, Deed Records of Tarrant County, Texas, and as shown on survey dated
December 26, 2012, prepared by Coy D. Landes, Registered Professional Land Surveyor No. 1886.
h. Easement for permanent utilities and temporary construction recorded in Volume 13481, Page 102,
Deed Records of Tarrant County, Texas; and as shown on plat filed for record under Clerk's File
No. D209047613, Deed Records of Tarrant County, Texas, and as shown on survey dated
December 26, 2012, prepared by Coy D. Landes, Registered Professional Land Surveyor No. 1886.
i. Terms, conditions, and stipulations of Oil, Gas and Mineral lease, a Memorandum of which is dated
effective September 29, 2008, filed for record under Clerk's File No. D208384296, Deed Records of
Tarrant County, Texas, as affected by instrument(s) filed for record under Clerk's File No(s).
D208404874, Deed Records of Tarrant County, Texas, and as noted on survey dated December
26, 2012, prepared by Coy D. Landes, Registered Professional Land Surveyor No. 1886. Title to
said Lease has not been checked subsequent to the date of recording of the said Memorandum.
j. The following matters as shown by survey dated December 26, 2012, prepared by Coy D. Landes,
Registered Professional Land Surveyor No. 1886:
1. Overhead electric lines
2. Overhead telephone lines
FORM T -1: Owner's Policy of Title Insurance
Schedule B (12- 04117.PFD/12- 04117/68)
Rev. 05 -01 -08 RATTIKIN TITLE COMPANY, FORT WORTH, TEXAS
•
Office File Number Policy Jacket Number Date of Endorsement Amount of Insurance Type Code Rule
1 2 3 4 5 9
12 -04117 711748 January 2, 2013 $ 800,000.00 EN 0801 R -29.1
MINERALS AND SURFACE DAMAGE ENDORSEMENT -
OWNER POLICY T -19.2
Attached to Policy No.
Issued By
ALLIANT NATIONAL TITLE INS. CO.
Attached to Policy No. 711748; Applies to Parcel(s): Lot 2, Block 1, LIBERTY PARK AT SHELTONWOOD, an Addition
to the City of Southlake, Tarrant County, Texas, according to plat filed for record under Clerk's File No. D209047613,
Deed Records of Tarrant County, Texas.
The Company insures the insured against loss which the insured shall sustain by reason of damage to improvements
(excluding lawns, shrubbery, or trees) located on the Land on or after Date of Policy resulting from the future exercise of
any right existing at Date of Policy to use the surface of the Land for the extraction or development of coal, lignite, oil,
gas or other minerals excepted or excluded on Schedule A, Item 2 or excepted in Schedule B. This endorsement does
not insure against loss resulting from subsidence.
This endorsement is issued as part of the policy. Except as it expressly states, it does not (i) modify any of the terms and provisions of the policy, (ii) modify
any prior endorsements, (iii) extend the Date of Policy, or (iv) increase the Amount of Insurance. To the extent a provision of the policy or a previous
endorsement is inconsistent with an express provision of this endorsement, this endorsement controls. Otherwise, this endorsement is subject to all of the
terms and provisions of the policy and of any prior endorsements.
ALLIANT NATIONAL TITLE INS. CO.
Authorized Countersignature
RATTIKIN TITLE COMPANY ALLIANT +TIONAL
FOR INFORMATION, OR TO MAKE A COMPLAINT
CALL: (877)788 -9800
ENDORSEMENT
T -19.2 Owner Policy Endorsement
Texas Form T -19.2
Effective 11 -01 -09 (12- 04117.PFD/12- 04117/69)
RATTIKIN TITLE COMPANY, FORT WORTH, TEXAS
ALLIANT . TIONAL
T I T L E I N S U R A N C r COMP A N Y
EXCLUSIONS FROM COVERAGE
The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys'
fees or expenses that arise by reason of:
1. (a) Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating,
prohibiting or relating to:
(i) the occupancy, use, or enjoyment of the Land;
(ii) the character, dimensions or location of any improvement erected on the Land;
(iii) subdivision of land; or
(iv) environmental protection; or the effect of any violation of these laws, ordinances or governmental regulations. This Exclusion
1(a) does not modify or limit the coverage provided under Covered Risk 5.
(b) Any govemmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 6.
2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8.
3. Defects, liens, encumbrances, adverse claims or other matters:
(a) created, suffered, assumed or agreed to by the Insured Claimant;
(b) not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not
disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this
policy;
(c) resulting in no loss or damage to the Insured Claimant;
(d) attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk
9 and 10); or
(e) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Title.
4. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction vesting
the Title as shown in Schedule A, is:
(a) a fraudulent conveyance or fraudulent transfer; or
(b) a preferential transfer for any reason not stated in Covered Risk 9 of this policy.
5. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of
Policy and the date of recording of the deed or other instrument of transfer in the Public Records that vests Title as shown in Schedule
A.
6. The refusal of any person to purchase, lease or lend money on the estate or interest covered hereby in the land described in Schedule
A because of Unmarketable Title.
CONDITIONS
1. DEFINITION OF TERMS (f) "Knowledge" or "Known ": actual knowledge, not
The following terms when used in this policy mean: constructive knowledge or notice that may be imputed to an Insured
(a) "Amount of Insurance ": the amount stated in Schedule A, by reason of the Public Records or any other records that impart
as may be increased or decreased by endorsement to this policy, constructive notice of matters affecting the Title.
increased by Section 8(b), or decreased by Sections 10 and 11 of (g) "Land ": the land described in Schedule A, and
these Conditions. affixed improvements that by law constitute real property. The
(b) "Date of Policy ": The date designated as "Date of Policy" term "Land" does not include any property beyond the lines of the
in Schedule A. area described in Schedule A, nor any right, title, interest, estate or
(c) "Entity ": A corporation, partnership, trust, limited liability easement in abutting streets, roads, avenues, alleys, lanes, ways or
company or other similar legal entity. waterways, but this does not modify or limit the extent that a right of
(d) "Insured ": the Insured named in Schedule A. access to and from the Land is insured by this policy.
(i) The term "Insured" also includes: (h) "Mortgage ": mortgage, deed of trust, trust deed,
(A) successors to the Title of the Insured by operation or other security instrument, including one evidenced by electronic
of law as distinguished from purchase, including heirs, devisees, means authorized by law.
survivors, personal representatives or next of kin; (i) "Public Records": records established under state
(B) successors to an Insured by dissolution, merger, statutes at Date of Policy for the purpose of imparting constructive
consolidation, distribution or reorganization; notice of matters relating to real property to purchasers for value
(C) successors to an Insured by its conversion to and without Knowledge. With respect to Covered Risk 5(d), "Public
another kind of Entity; Records" shall also include environmental protection liens filed in
(D) a grantee of an Insured under a deed delivered the records of the clerk of the United States District Court for the
without payment of actual valuable consideration conveying the district where the Land is located.
Title; (j) "Title ": the estate or interest described in
(1) If the stock, shares, memberships, or other Schedule A.
equity interests of the grantee are wholly -owned by the named (k) "Unmarketable Title ": Title affected by an alleged
Insured, or apparent matter that would permit a prospective purchaser or
(2) If the grantee wholly owns the named Insured, lessee of the Title or lender on the Title to be released from the
(3) If the grantee is wholly -owned by an affiliated obligation to purchase, lease or lend if there is a contractual condition
Entity of the named Insured, provided the affiliated Entity and the requiring the delivery of marketable title.
named Insured are both wholly -owned by the same person or Entity, 2. CONTINUATION OF INSURANCE.
or The coverage of this policy shall continue in force as of Date of
(4) If the grantee is a trustee or beneficiary of Policy in favor of an Insured, but only so long as the Insured retains
a trust created by a written instrument established by the Insured an estate or interest in the Land, or holds an obligation secured
named in Schedule A for estate planning purposes. by a purchase money Mortgage given by a purchaser from the
(ii) With regard to (A), (B), (C) and (D) reserving, however, all rights Insured, or only so long as the Insured shall have liability by reason
and defenses as to any successor that the Company would have of warranties in any transfer or conveyance of the Title. This policy
had against any predecessor Insured. shall not continue in force in favor of any purchaser from the Insured
(e) "Insured Claimant ": an Insured claiming loss or of either (i) an estate or interest in the Land, or (ii) an obligation
damage. secured by a purchase money Mortgage given to the Insured.
Form ANTTX -T1 Owner's Policy of Title Insurance
•
CONDITIONS
(continued)
3. NOTICE OF CLAIM TO BE GIVEN BY INSURED defense as required or permitted by this policy, the Company may
CLAIMANT. pursue the litigation to a final determination by a court of competent
The Insured shall notify the Company promptly in writing (i) jurisdiction and it expressly reserves the right, in its sole discretion,
in case of any litigation as set forth in Section 5 (a) below, or (ii) in to appeal from any adverse judgment or order.
case Knowledge shall come to an Insured hereunder of any claim 6. DUTY OF INSURED CLAIMANT TO COOPERATE.
of title or interest that is adverse to the Title, as insured, and that (a) In all cases where this policy permits or requires the Company
might cause loss or damage for which the Company may be liable to prosecute or provide for the defense of any action or proceeding
by virtue of this policy. If the Company is prejudiced by the failure and any appeals, the Insured shall secure to the Company the right
of the Insured Claimant to provide prompt notice, the Company's to so prosecute or provide defense in the action or proceeding,
liability to the Insured Claimant under the policy shall be reduced to including the right to use, at its option, the name of the Insured for
the extent of the prejudice. this purpose. Whenever requested by the Company, the Insured,
When, after the Date of the Policy, the Insured notifies the at the Company's expense, shall give the Company all reasonable
Company as required herein of a lien, encumbrance, adverse claim aid (i) in securing evidence, obtaining witnesses, prosecuting or
or other defect in Title insured by this policy that is not excluded defending the action or proceeding, or effecting settlement, and (ii)
or excepted from the coverage of this policy, the Company shall in any other lawful act that in the opinion of the Company may be
promptly investigate the charge to determine whether the lien, necessary or desirable to establish the Title or any other matter as
encumbrance, adverse claim or defect or other matter is valid and insured. If the Company is prejudiced by the failure of the Insured
not barred by law or statute. The Company shall notify the Insured to furnish the required cooperation, the Company's obligations to
in writing, within a reasonable time, of its determination as to the the Insured under the policy shall terminate, including any liability
validity or invalidity of the Insured's claim or charge under the policy. or obligation to defend, prosecute, or continue any litigation, with
If the Company concludes that the lien, encumbrance, adverse claim regard to the matter or matters requiring such cooperation.
or defect is not covered by this policy, or was otherwise addressed (b) The Company may reasonably require the Insured
in the closing of the transaction in connection with which this policy Claimant to submit to examination under oath by any authorized
was issued, the Company shall specifically advise the Insured of representative of the Company and to produce for examination,
the reasons for its determination. If the Company concludes that the inspection and copying, at such reasonable times and places
lien, encumbrance, adverse claim or defect is valid, the Company as may be designated by the authorized representative of the
shall take one of the following actions: (i) institute the necessary Company, all records, in whatever medium maintained, including
proceedings to clear the lien, encumbrance, adverse claim or defect books, ledgers, checks, memoranda, correspondence, reports,
from the Title as insured; (ii) indemnify the Insured as provided in e- mails, disks, tapes, and videos whether bearing a date before
this policy; (iii) upon payment of appropriate premium and charges or after Date of Policy, that reasonably pertain to the loss or
therefor, issue to the Insured Claimant or to a subsequent owner, damage. Further, if requested by any authorized representative
loan /lender or holder of the estate or interest in the Land insured of the Company, the Insured Claimant shall grant its permission,
by this policy, a policy of title insurance without exception for the in writing, for any authorized representative of the Company to
lien, encumbrance, adverse claim or defect, said policy to be in an examine, inspect and copy all of these records in the custody
amount equal to the current value of the Land or, if a loan/lender or control of a third party that reasonably pertain to the loss or
policy, the amount of the loan; (iv) indemnify another title insurance damage. All information designated as confidential by the Insured
company in connection with its issuance of a policy(ies) of title Claimant provided to the Company pursuant to this Section shall
insurance without exception for the lien, encumbrance, adverse not be disclosed to others unless, in the reasonable judgment of
claim or defect; (v) secure a release or other document discharging the Company, it is necessary in the administration of the claim.
the lien, encumbrance, adverse claim or defect; or (vi) undertake a Failure of the Insured Claimant to submit for examination under
combination of (i) through (v) herein. oath, produce any reasonably requested information or grant
4. PROOF OF LOSS. permission to secure reasonably necessary information from
In the event the Company is unable to determine the amount of third parties as required in this subsection, unless prohibited by
loss or damage, the Company may, at its option, require as a condition law or governmental regulation, shall terminate any liability of the
of payment that the Insured Claimant furnish a signed proof of loss. Company under this policy as to that claim.
The proof of loss must describe the defect, lien, encumbrance or 7. OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS;
other matter insured against by this policy that constitutes the basis TERMINATION OF LIABILITY.
of loss or damage and shall state, to the extent possible, the basis In case of a claim under this policy, the Company shall have the
of calculating the amount of the loss or damage. following additional options:
5. DEFENSE AND PROSECUTION OF ACTIONS. (a) To Pay or Tender Payment of the Amount of Insurance.
(a) Upon written request by the Insured, and subject to the To pay or tender payment of the Amount of Insurance under this
options contained in Sections 3 and 7 of these Conditions, the policy together with any costs, attorneys' fees and expenses
Company, at its own cost and without unreasonable delay, shall incurred by the Insured Claimant that were authorized by the
provide for the defense of an Insured in litigation in which any third Company up to the time of payment or tender of payment and
party asserts a claim covered by this policy adverse to the Insured. that the Company is obligated to pay. Upon the exercise by the
This obligation is limited to only those stated causes of action Company of this option, all liability and obligations of the Company
alleging matters insured against by this policy. The Company shall to the Insured under this policy, other than to make the payment
have the right to select counsel of its choice (subject to the right required in this subsection, shall terminate, including any liability
of the Insured to object for reasonable cause) to represent the or obligation to defend, prosecute, or continue any litigation.
Insured as to those stated causes of action. It shall not be liable for (b) To Pay or Otherwise Settle With Parties Other than the
and will not pay the fees of any other counsel. The Company will Insured or With the Insured Claimant. (i) to pay or otherwise settle
not pay any fees, costs or expenses incurred by the Insured in the with other parties for or in the name of an Insured Claimant any
defense of those causes of action that allege matters not insured claim insured against under this policy. In addition, the Company
against by this policy. will pay any costs, attorneys' fees and expenses incurred by the
(b) The Company shall have the right, in addition to the Insured Claimant that were authorized by the Company up to the
options contained in Sections 3 and 7, at its own cost, to institute time of payment and that the Company is obligated to pay; or (ii)
and prosecute any action or proceeding or to do any other act that to pay or otherwise settle with the Insured Claimant the loss or
in its opinion may be necessary or desirable to establish the Title, damage provided for under this policy, together with any costs,
as insured, or to prevent or reduce loss or damage to the Insured. attorneys' fees and expenses incurred by the Insured Claimant
The Company may take any appropriate action under the terms that were authorized by the Company up to the time of payment
of this policy, whether or not it shall be liable to the Insured. The and that the Company is obligated to pay. Upon the exercise by the
exercise of these rights shall not be an admission of liability or Company of either of the options provided for in subsections (b)(i)
waiver of any provision of this policy. If the Company exercises its or (ii), the Company's obligations to the Insured under this policy
rights under this subsection, it must do so diligently. for the claimed loss or damage, other than the payments required
(c) Whenever the Company brings an action or asserts a to be made, shall terminate, including any liability or obligation to
Form ANTTX -T1 Owner's Policy of Title Insurance
CONDITIONS
(continued)
defend, prosecute or continue any litigation. bonds, notwithstanding any terms or conditions contained in those
8. DETERMINATION AND EXTENT OF LIABILITY. instruments that address subrogation rights.
This policy is a contract of indemnity against actual monetary 14. ARBITRATION.
loss or damage sustained or incurred by the Insured Claimant who Either the Company or the Insured may demand that the claim
has suffered loss or damage by reason of matters insured against or controversy shall be submitted to arbitration pursuant to the Title
by this policy. Insurance Arbitration Rules of the American Land Title Association
(a) The extent of liability of the Company for loss or damage ("Rules "). Except as provided in the Rules, there shall be no joinder
under this policy shall not exceed the lesser of: or consolidation with claims or controversies of other persons.
(i) the Amount of Insurance; or Arbitrable matters may include, but are not limited to, any controversy
(ii) the difference between the value of the Title as or claim between the Company and the Insured arising out of or
insured and the value of the Title subject to the risk insured against relating to this policy, any service in connection with its issuance or
by this policy. the breach of a policy provision, or to any other controversy or claim
(b) If the Company pursues its rights under Section 3 or 5 and arising out of the transaction giving rise to this policy. All arbitrable
is unsuccessful in establishing the Title, as insured, matters when the Amount of Insurance is $2,000,000 or less shall be
(i) the Amount of Insurance shall be increased by 10 %, arbitrated at the option of either the Company or the Insured, unless
and the Insured is an individual person (as distinguished from an Entity).
(ii) the Insured Claimant shall have the right to have the All arbitrable matters when the Amount of Insurance is in excess
loss or damage determined either as of the date the claim was made of $2,000,000 shall be arbitrated only when agreed to by both the
by the Insured Claimant or as of the date it is settled and paid. Company and the Insured. Arbitration pursuant to this policy and
(c) In addition to the extent of liability under (a) and (b), the under the Rules shall be binding upon the parties. Judgment upon
Company will also pay those costs, attorneys' fees and expenses the award rendered by the Arbitrator(s) may be entered in any court
incurred in accordance with Sections 5 and 7 of these Conditions. of competent jurisdiction.
9. LIMITATION OF LIABILITY. 15. LIABILITY LIMITED TO THIS POLICY; POLICY ENTIRE
(a) If the Company establishes the Title, or removes the CONTRACT.
alleged defect, lien or encumbrance, or cures the lack of a right (a) This policy together with all endorsements, if any, attached
of access to or from the Land, all as insured, or takes action in to it by the Company is the entire policy and contract between the
accordance with Section 3 or 7, in a reasonably diligent manner by Insured and the Company. In interpreting any provision of this policy,
any method, including litigation and the completion of any appeals, this policy shall be construed as a whole.
it shall have fully performed its obligations with respect to that (b) Any claim of loss or damage that arises out of the status
matter and shall not be liable for any loss or damage caused to the of the Title or by any action asserting such claim, shall be restricted
Insured. to this policy.
(b) In the event of any litigation, including litigation by the (c) Any amendment of or endorsement to this policy must be
Company or with the Company's consent, the Company shall in writing and authenticated by an authorized person, or expressly
have no liability for loss or damage until there has been a final incorporated by Schedule A of this policy.
determination by a court of competent jurisdiction, and disposition (d) Each endorsement to this policy issued at any time
of all appeals, adverse to the Title, as insured. is made a part of this policy and is subject to all of its terms and
(c) The Company shall not be liable for loss or damage to the provisions. Except as the endorsement expressly states, it does not
Insured for liability voluntarily assumed by the Insured in settling any (i) modify any of the terms and provisions of the policy, (ii) modify
claim or suit without the prior written consent of the Company. any prior endorsement, (iii) extend the Date of Policy or (iv) increase
10. REDUCTION OF INSURANCE; REDUCTION OR the Amount of Insurance. Each Commitment, endorsement or other
TERMINATION OF LIABILITY. form, or provision in the Schedules to this policy that refers to a
All payments under this policy, except payments made for term defined in Section 1 of the Conditions shall be deemed to
costs, attorneys' fees and expenses, shall reduce the Amount of refer to the term regardless of whether the term is capitalized in
Insurance by the amount of the payment. the Commitment, endorsement or other form, or Schedule. Each
11. LIABILITY NONCUMULATIVE. Commitment, endorsement or other form, or provision in the
The Amount of Insurance shall be reduced by any amount Schedules that refers to the Conditions and Stipulations shall be
the Company pays under any policy insuring a Mortgage to which deemed to refer to the Conditions of this policy.
exception is taken in Schedule B or to which the Insured has agreed, 16. SEVERABILITY.
assumed, or taken subject or which is executed by an Insured after In the event any provision of this policy, in whole or in part,
Date of Policy and which is a charge or lien on the Title, and the is held invalid or unenforceable under applicable law, the policy
amount so paid shall be deemed a payment to the Insured under shall be deemed not to include that provision or such part held
this policy. to be invalid and all other provisions shall remain in full force and
12. PAYMENT OF LOSS. effect.
When liability and the extent of loss or damage have been 17. CHOICE OF LAW; FORUM.
definitely fixed in accordance with these Conditions, the payment (a) Choice of Law: The Insured acknowledges the Company
shall be made within 30 days. has underwritten the risks covered by this policy and determined the
13. RIGHTS OF RECOVERY UPON PAYMENT OR premium charged therefor in reliance upon the law affecting interests
SETTLEMENT. in real property and applicable to the interpretation, rights, remedies
(a) Whenever the Company shall have settled and paid a claim or enforcement of policies of title insurance of the jurisdiction where
under this policy, it shall be subrogated and entitled to the rights of the Land is located. Therefore, the court or an arbitrator shall apply
the Insured Claimant in the Title and all other rights and remedies the law of the jurisdiction where the Land is located to determine the
in respect to the claim that the Insured Claimant has against any validity of claims against the Title that are adverse to the Insured,
person or property, to the extent of the amount of any loss, costs, and in interpreting and enforcing the terms of this policy. In neither
attorneys' fees and expenses paid by the Company. If requested case shall the court or arbitrator apply its conflicts of laws principles
by the Company, the Insured Claimant shall execute documents to to determine the applicable law.
evidence the transfer to the Company of these rights and remedies. (b) Choice of Forum: Any litigation or other proceeding brought
The Insured Claimant shall permit the Company to sue, compromise by the Insured against the Company must be filed only in a state or
or settle in the name of the Insured Claimant and to use the name of federal court within the United States of America or its territories
the Insured Claimant in any transaction or litigation involving these having appropriate jurisdiction.
rights and remedies. If a payment on account of a claim does not
fully cover the loss of the Insured Claimant, the Company shall defer 18. NOTICES, WHERE SENT.
the exercise of its right to recover until after the Insured Claimant Any notice of claim and any other notice or statement in writing
shall have recovered its loss. required to be given the Company under this Policy must be given to the
(b) The Company's right of subrogation includes the rights of Company at 2101 Ken Pratt Blvd., #102, Longmont, Colorado 80501.
the Insured to indemnities, guaranties, other policies of insurance or
Form ANTTX -T1 Owner's Policy of Title Insurance
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