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HomeMy WebLinkAbout20200827_Title Reportf ( CLTA Preliminary Report Form (Rev. 11/06) -f#t,QE.IVEO ,{N,- Order Number: OSA-59Lco~~rnw Page Number: 1 File No.: OSA-5927432 (mw) First American Title Company 18500 Von Karman Avenue, Suite 600 Irvine, CA 92612 This report has been amended/updated to reflect the following matters: [ ) No changes made to the report other than the Effective Date [ ] Property address has been revised [ X ] Vesting has been revised [ X] Legal Description has been revised [ X ] Taxes have been updated [ ] Original item number(s) have been removed [ X] New item number(s) 2a, 2b, 31a through 31ah have been added [ X] Original item number(s) 2 have been revised DEVELOPMENT AUG 2 7 ,2020 CITY OF 4'~ v'0 WPoRT e'c.~ [ X ) Other: Informational Notes New Item No. 3 has been added; Wire Instructions has been removed First American Title ( CL TA Preliminary Report Form (Rev. 11/06) -, ~ M E • 1 . . (' ( Order Number: OSA-5927432 (mw) Page Number: 2 Updated/ Amended -07/23/2020 '' 1' ,s, First American Title ~L....11# First American Title Company Terri Hovdestad Shopoff Rea lty Investments, L.P. 2 Park Plaza, Suite 700 Irvine, CA 92614 Customer Reference: Order Number: Title Officer: Phone: Fax No.: E-Mail: Buyer: 1250 Corona Pointe Court, Suite 200 Corona, CA 92879 KC Towers, LLC OSA-5927432 (mw) Mark Wardle (951 )256-5830 MWardle@firstam.com PRELIMINARY REPORT In response to the above referenced application for a policy of title insurance, this company hereby reports that it is prepared to issue, or cause to be issued, as of the date hereof, a Policy or Policies of Title Insurance describing the land and the estate or interest therein hereinafter set forth, insuring against loss which may be sustained by reason of any defect, lien or encumbrance not shown or referred to as an Exception below or not excluded from coverage pursuant to the printed Schedules, Conditions and Stipulations of said Policy forms. The printed Exceptions and Exclusions from the coverage and Limitations on Covered Risks of said policy or policies are set forth in Exhibit A attached. The policy to be issued may contain an arbitration clause. When the Amount of Insurance is less than that set forth in the arbitration clause, all arbitrable matters shall be arbitrated at the option of either the Company or the Insured as the exclusive remedy of the parties. Limitations on Covered Risks applicable to the Cl TA and AL TA Homeowner's Policies ofTitle Insurance which establish a Deductible Amount and a Maximum Dollar Limit of Liability for certain coverages are also set forth in Exhibit A. Copies of the policy forms should be read. They are available from the office which issued this report. Please read the exceptions shown or referred to below and the exceptions and exclusions set forth in Exhibit A of this report carefully. The exceptions and exclusions are meant to provide you with notice of matters which are not covered under the terms of the title insurance policy and should be carefully considered. It is important to note that this preliminary report is not a written representation as to the condition of title and may not list all liens, defects, and encumbrances affecting title to the land. This report (and any supplements or amendments hereto) is issued solely for the purpose of facilitating the issuance of a policy of title insurance and no liability is assumed hereby. If it is desired that liability be assumed prior to the issuance of a policy of title insurance, a Binder or Commitment should be requested. First American Title Dated as of July 15, 2020 at 7:30 A.M. Order Number: OSA-5927432 (mw) Page Number: 3 The form of Policy of title insurance contemplated by this report is: To Be Determined A specific request should be made if another form or additional coverage is desired. Title to said estate or interest at the date hereof is vested in: SLF -KC TOWERS, LLC, A DELAWARE LIMITED LIABILITY COMPANY, AS TO PARCEL 1 AND KCN A MANAGEMENT, LLC, A DELAWARE LIMITED LIABILITY COMPANY, AS TO PARCEL 2 The estate or interest in the land hereinafter described or referred to covered by this Report is: A fee. The Land referred to herein is described as follows: (See attached Legal Description) At the date hereof exceptions to coverage in addition to the printed Exceptions and Exclusions in said policy form would be as follows: 1. General and special taxes and assessments for the fiscal year 2020-2021, a lien not yet due or payable. 2. General and special taxes and assessments for the fiscal year 2019-2020. First Installment: $0.00, NO TAX DUE Penalty: $0.00 Second Installment: $0.00, NO TAX DUE Penalty: $0.00 Tax Rate Area: 07-088 A. P. No.: 445-131-29 Affects: Parcel 1 The County Tax Collector could not verify the amounts shown above at this time. Please verify the amounts with the County Tax Collector prior to the close of the contemplated transaction. 2a. General and special taxes and assessments for the fiscal year 2019-2020. First Installment: $0.00, NO TAX DUE Penalty: $0.00 First American Title Second Installment: Penalty: Tax Rate Area: A. P. No.: Affects: Portion of Parcel 2 $0.00, NO TAX DUE $0.00 07-088 445-131-04 Order Number: OSA-5927432 (mw) Page Number: 4 The County Tax Collector could not verify the amounts shown above at this t ime. Please verify the amounts with the County Tax Collector prior to the close of the contemplated transaction. 2b. General and special taxes and assessments for the fiscal year 2019-2020. First Installment: $0.00, NO TAX DUE Penalty: $0.00 Second Installment: $0.00, NO TAX DUE Penalty: $0.00 Tax Rate Area: 07-088 A. P. No.: 445-131-30 Affects: Portion of Parcel 2 The County Tax Collector could not verify the amounts shown above at this time. Please verify the amounts with the County Tax Collector prior to the close of the contemplated transaction. 3. The lien of supplemental taxes, if any, assessed pursuant to Chapter 3.5 commencing with Section 75 of the California Revenue and Taxation Code. The Following Matters Affect Parcel 1: 4. A perpetual avigation easement in and through the air above the herein described and other land, as conveyed to the County of Orange by the !Nine Company, by Deed recorded March 17, 1964 in Book 6965, Page 721, of Official Records, and the terms and conditions as set forth in said Deed to which record reference is hereby made for all particulars. The location of the easement cannot be determined from record information. 5. Covenants, conditions, restrictions and easements in the document recorded as Book 10811, Page 683 of Official Records, which provide that a violation thereof shall not defeat or render inva lid the lien of any first mortgage or deed of trust made in good faith and for value, but deleting any covenant, condition, or restriction indicating a preference, limitation or discrimination based on race, color, religion, sex, sexual orientation, familial status, disability, handicap, national origin, genetic information, gender, gender identity, gender expression, source of income (as defined in California Government Code§ 1295 5(p)) or ancestry, to the extent such covenants, conditions or restrictions violation 42 U.S.C. § 3604(c) or California Government Code§ 12955. Lawful restrictions under state and federal law on the age of occupants in senior housing or housing for older persons shall not be construed as restrictions based on familial status. First American Title ( ( Order Number: OSA-5927432 (mw) Page Number: 5 As amended by a First Amendment to Declaration of Covenants, Conditions and Restrictions, dated January 24, 1974 and recorded January 30, 1974 in Book 11066, Page 822, Official Records. 6. An easement for underground lines and incidental purposes, recorded as Book 11057, Page 750 of Official Records. In Favor of: Affects: Southern California Edison Company, a corporation A portion of the land 7. An easement for bicycle, pedestrian access and incidental purposes, recorded November 18, 1974 as Book 11289, page 916 of Official Records. In Favor of: City of Newport Beach, a municipal corporation Affects: A portion of the land 8. Covenants, conditions, restrictions and easements in the document recorded December 15, 1978 as Book 12965, Page 482 of Official Records, which provide that a violation thereof shall not defeat or render invalid the lien of any first mortgage or deed of trust made in good faith and for value, but deleting any covenant, condition, or restriction indicating a preference, limitation or discrimination based on race, color, religion, sex, sexual orientation, familial status, disability, handicap, national origin, genetic information, gender, gender identity, gender expression, source of income (as defined in California Government Code§ 12955(p)) or ancestry, to the extent such covenants, conditions or restrictions violation 42 U.S.C. § 3604(c) or California Government Code§ 12955. Lawful restrictions under state and federal law on the age of occupants in senior housing or housing for older persons shall not be construed as restrictions based on familial status. The location of the easement cannot be determined from record information. 9. An easement for ingress, egress, automobile parking and incidental purposes, recorded December 15, 1978 as Book 12965, Page 482 of Official Records. In Favor of: Aetna Life Insurance Company, a Connecticut corporation Affects: A portion of the land The location of the easement cannot be determined from record information. 10. An easement for public utilities and incidental purposes, recorded July 8, 1982 as Instrument No. 82- 235448 of Official Records. In Favor of: Southern California Edison Company, a corporation Affects: A portion of the land 11. Various private drives of varied widths for access to and from Von Karman Avenue and Birch Street, as shown on maps filed in Book 114, Pages 22 to 24, in Book 181, Pages 13 to 18 and in Book 188, Pages 38 to 44, all of Parcel Maps, records of said Orange County. First American Title ( Order Number: OSA-5927432 (mw) Page Number: 6 12. The fact that the owners of said land have no rights of vehicular access to Von Karman Avenue and Birch Street, except at then existing private drives. Abutter's rights of ingress and egress to or from said Streets, have been dedicated or relinquished on a Map filed in Book 181, Pages 13 through 19 of Parcel Maps. 13. An easement shown or dedicated on the Map as referred to in the legal description For: Private Drive and incidental purposes. 14. The following matters shown or disclosed by the filed or recorded map referred to in the legal description: Improvement Certificate 15. The terms and provisions contained in the document entitled "Agreement" recorded August 10, 1993 as Instrument No. 93-0534036 of Official Records. 16. The terms and provisions contained in the document entitled "Covenant to Rockwell Property" recorded November 12, 1997 as Instrument No. 19970574871 of Official Records. 17. The terms and provisions contained in the document entitled "Easement Agreement" recorded February 9, 2006 as Instrument No. 2006000093208 of Official Records . The location of the easement cannot be determined from record information. 18. An easement for UNDERGROUND CONDUITS and incidental purposes in the document recorded JULY 17, 1969 as BOOK 9023 PAGE 941 of Official Records. The location of the easement ca nnot be determined from record information. 19. The terms and provisions contained in the document entitled Memorandum of Agreement recorded June 13, 2013 as 2013000359252 of Official Records. Document re-recorded July 18, 2013 as Instrument No. 2013000429555 of Official Records. 20. The terms and provisions of an unrecorded agreement dated January 31 , 2018, by and between KCN A MANAGEMENT, LLC, a Delaware limited liability company ("Seller"), and SLF -KC TOWERS, LLC, a Delaware limited liability company ("Buyer") a memorandum thereof was recorded June 29, 2018 as Instrument No. 2018000239787 of Official Records. 21. A deed of trust to secure an original indebtedness of $2,000,000.00 recorded July 02, 2018 as Instrument No. 2018000242953 of Official Records. Dated: July 02, 2018 Trustor: SLF -KC Towers, LLC, a Delaware limited liability company Trustee: Chicago Title Company Beneficiary: Indigo Direct Lending, LLC, a Delaware limited liability company First American Title ( ( Order Number: OSA-5927432 (mw) Page Number: 7 A document entitled "Assignment of Leases and Rents" recorded July 02, 2018 as Instrument No. 2018000242954 of Official Records, as additional security for the payment of the indebtedness secured by the deed of trust. According to the public records, the Assignment of Rents as Additional Security for the payment of the indebtedness secured by the deed of trust has been assigned by various assignments, the last of which was recorded November 14, 2019 as Instrument No. 2019000453880 of Official Records. According to the public records, the beneficial interest under the deed of trust has been assigned to Excellent Solutions, LLC, a California limited liability company by various assignments, the last of which was recorded November 14, 2019 as Instrument No. 2019000453879 of Official Records. a. If this deed of trust is to be eliminated in the policy or policies contemplated by this report/commitment, the company will require the following for review prior to the recordation of any documents or the issuance of any policy of title insurance: i. Original note and deed of trust. ii. Payoff demand statement signed by all present beneficiaries. iii. Request for reconveyance or substitution of trustee and full reconveyance must be signed by all present beneficiaries and must be notarized by a First American approved notary. b. If the payoff demand statement or the request for reconveyance is to be signed by a servicer, we will also require a full copy of the loan servicing agreement executed by all present beneficiaries. c. If any of the beneficial interest is presently held by trustees under a trust agreement, we will require a certification pursuant to Section 18100.5 of the California Probate Code in a form satisfactory to the Company. 22. The terms and provisions contained in the document entitled "Assignment of Agreements, Licenses, Permits and Contracts" recorded July 02, 2018 as Instrument No. 2018000242955 of Official Records. The terms and provisions contained in the document entitled "Assignment of Agreements, Licenses, Permits and Contracts" recorded July 23, 2018 as Instrument No. 2018000268446 of Official Records. The terms and provisions contained in the document entitled "Assignment of Agreements, Licenses, Permits and Contracts" recorded November 14, 2019 as Instrument No. 2019000453881 of Official Records. 23. A deed of trust to secure an original indebtedness of $2,000,000.00 recorded July 02, 2018 as Instrument No. 2018000242956 of Official Records. Dated: July 02, 2018 Truster: SLF -KC Towers, LLC, a Delaware limited liability company Trustee: Chicago Title Company Beneficiary: Indigo Direct Lending, LLC, a Delaware limited liability company A document entitled "Assignment of Leases and Rents" recorded July 02, 2018 as Instrument No. 2018000242957 of Official Records, as additional security for the payment of the indebtedness secured by the deed of trust. First American Title ( ( Order Number: OSA-5927432 (mw) Page Number: 8 According to the public records, the Assignment of Rents as Additional Security for the payment of the indebtedness secured by the deed of trust has been assigned by various assignments, the last of which was recorded July 23, 2018 as Instrument No. 2018000268447 of Official Records. According to the public records, the beneficial interest under the deed of trust was assigned to IOFII Equity Holdings I, LLC, a Delaware limited liability company by assignment recorded July 06, 2018 as Instrument No. 2018000248727 of Official Records. a. If this deed of trust is to be eliminated in the policy or policies contemplated by this report/commitment, the company will require the following for review prior to the recordation of any documents or the issuance of any policy of title insurance: i. Original note and deed of trust. ii. Payoff demand statement signed by all present beneficiaries. iii. Request for reconveyance or substitution of trustee and full reconveyance must be signed by all present beneficiaries and must be notarized by a First American approved notary. b. If the payoff demand statement or the request for reconveyance is to be signed by a servicer, we will also require a full copy of the loan servicing agreement executed by all present beneficiaries. c. If any of the beneficial interest is presently held by trustees under a trust agreement, we will require a certification pursuant to Section 18100.5 of the California Probate Code in a form satisfactory to the Company. 24. The terms and provisions contained in the document entitled "Assignment of Agreements, Licenses, Permits and Contracts" recorded July 02, 2018 as Instrument No. 2018000242958 of Official Records. The terms and provisions contained in the document entitled "Assignment of Agreements, Licenses, Permits and Contracts" recorded July 23, 2018 as Instrument No. 2018000268448 of Official Records. 25. A financing statement recorded July 23, 2018 as Instrument No. 2018000268427 of Official Records. Debtor: Secured party: SLF -KC Towers, LLC Indigo Direct Lending, LLC The effect of a document entitled "UCC Financing Statement Amendment", recorded August 27, 2018 as Instrument No. 2018000314013 of Official Records. 26. A financing statement recorded July 23, 2018 as Instrument No. 2018000268428 of Official Records. Debtor: Secured party: SLF -KC Towers, LLC Indigo Direct Lending, LLC According to the public records, the security interest of the secured party was assigned to IOFII Equity Holdings I, LLC by document recorded August 27, 2018 as Instrument No. 2018000314014 of Official Records. 27. A financing statement recorded July 24, 2018 as Instrument No. 2018000269276 of Official Records. Debtor: Secured party: SLF-KC Towers, LLC Indigo Direct Lending, LLC First American Title ( Order Number: OSA-5927432 (mw) Page Number: 9 An amendment to the financing statement was recorded August 03, 2018 as Instrument No. 2018000284823 of Official Records. According to the public records, the security interest of the secured party was assigned to Excellent Solutions LLC by document recorded January 14, 2020 as Instrument No. 2020000015230 of Official Records. 28. A financing statement recorded July 24, 2018 as Instrument No. 2018000269277 of Official Records. Debtor: Secured party: SLF-KC Towers, LLC Indigo Direct Lending, LLC An amendment to the financing statement was recorded August 03, 2018 as Instrument No. 2018000284822 of Official Records. 28a. An option in favor of The Picerne Group, Inc., a Delaware corporation as contained in or disclosed by a document recorded May 31, 2019 as Instrument No. 2019000187367 of Official Records. 29. Water rights, claims or title to water, whether or not shown by the public records. 29a. Intentionally Deleted 30. Rights of parties in possession. Prior to the issuance of any policy of title insurance, the Company will require: 31. With respect to SLF -KC Towers, LLC, a Delaware limited liability company: a. A copy of its operating agreement and any amendments thereto; b. If it is a California limited liability company, that a certified copy of its articles of organization (LLC- 1) and any certificate of correction (LLC-11), certificate of amendment (LLC-2), or restatement of articles of organization (LLC-10) be recorded in the public records; c. If it is a foreign limited liability company, that a certified copy of its application for registration (LLC-5) be recorded in the public records; d. With respect to any deed, deed of trust, lease, subordination agreement or other document or instrument executed by such limited liability company and presented for recordation by the Company or upon which the Company is asked to rely, that such document or instrument be executed in accordance with one of the following, as appropriate: (i) If the limited liability company properly operates through officers appointed or elected pursuant to the terms of a written operating agreement, such document must be executed by at least two duly elected or appointed officers, as follows: the chairman of the board, the president or any vice president, and any secretary, assistant secretary, the chief financial officer or any assistant treasurer; (ii) If the limited liability company properly operates through a manager or managers identified in the articles of organization and/or duly elected pursuant to the terms of a written operating agreement, such document must be executed by at least two such managers or by one manager if the limited liability company properly operates with the existence of only one manager. e. Other requirements which the Company may impose following its review of the material required herein and other information which the Company may require The Following Matters Affect Parcel 2: First American Title ( ( Order Number: OSA-5927432 (mw) Page Number: 10 31a. A perpetual avigation easement and incidental purposes, recorded March 17, 1964 as Book 6965, Page 721 of Official Records. In Favor of: The County of Orange Affects: As described therein 31b. An easement for public sewer line and incidental purposes, recorded September 12, 1968 as Book 8719, Page 345 of Official Records. In Favor of: County Sanitation District No. 7 of Orange County, California, a public corporation Affects: As described therein 31c. An easement for underground conduits and incidental purposes, recorded as Book 9023, Page 941 of Official Records. In Favor of: Southern California Edison Company Affects: As described therein 31d. The terms and provisions contained in the document entitled "Reciprocal Grant of Easement" recorded November 6, 1972 as Book 10413, Page 573 of Official Records. The effect of a document entitled "Reciprocal Grant and Quitclaim of Easement", recorded January 30, 1974 as Book 11066, Page 650 and May 7, 1974 in Book 11137, Page 1022 both of Official Records. 31e. Covenants, conditions, restrictions and easements in the document recorded as Book 10811, Page 683 of Official Records, which provide that a violation thereof shall not defeat or render invalid the lien of any first mortgage or deed of trust made in good faith and for value, but deleting any covenant, condition, or restriction, if any, indicating a preference, limitation, or discrimination based on race, color, religion, sex, gender, gender identity, gender expression, sexual orientation, familial status, marital status, disability, handicap, veteran or military status, genetic information, national origin, source of income as defined in subdivision (p) of Section 12955, or ancestry, to the extent that such covenants, conditions or restrictions violate applicable state or federal laws. Lawful restrictions under state and federal law on the age of occupants in senior housing or housing for older persons shall not be construed as restrictions based on familial status. Document(s) declaring modifications thereof recorded January 30, 1974 as Book 11066, Page 822; January 15, 1975 in Book 11323, Page 916; January 25, 1977 in Book 12046, Page 47; August 26, 1996 as Instrument No. 19960436398 and June 13, 1997 as Instrument No. 19970273424, all of Official Records. The terms and provisions contained in the document entitled "Assignment and Delegation of Rights and Obligations Under Declaration of Covenants, Conditions and Restrictions" recorded June 14, 2004 as Instrument No. 2004000533084 of Official Records. A'rst American Title r ( Order Number: OSA-5927432 (mw) Page Number: 11 31f. An easement for underground lines and incidental purposes, recorded as Book 10813, Page 733 of Official Records. In Favor of: The Pacific Telephone and Telegraph Company Affects: As described therein 31g. An easement for underground conduits and incidental purposes, recorded as Book 11057, Page 740 and re-recorded in Book 11256, Page 1437, both of Official Records. In Favor of: Southern California Edison Company Affects: As described therein 31h. An easement for underground conduits and incidental purposes, recorded as Book 11057, Page 750 of Official Records. In Favor of: Southern California Edison Company Affects: As described therein 31i. An easement for driveways, roadways, sidewalks and incidental purposes, recorded January 30, 1974 as Book 11066, Page 650 of Official Records. In Favor of: Collins Radio Company Affects: As described therein 31j. An easement for pole lines, conduits and incidental purposes, recorded as Book 11074, Page 182 of Official Records. In Favor of: Southern California Edison Company Affects: As described therein 31k. An easement for pole lines, conduits and incidental purposes, recorded as Book 11074, Page 184 of Official Records. In Favor of: Southern California Edison Company Affects: As described therein 311. An easement for pole lines, conduits and incidental purposes, recorded as Book 11074, Page 186 of Official Records. In Favor of: Southern California Edison Company Affects: As described therein First American Title ( Order Number: OSA-5927432 (mw) Page Number: 12 31m. An easement for storm drain and incidental purposes, recorded as Book 11112, Page 1401 of Official Records. In Favor of: The City of Newport Beach Affects: As described therein 31n. An easement for sewer and incidental purposes, recorded April 5, 1974 as Book 11112, Page 1408 of Official Records. In Favor of: The City of Newport Beach Affects: As described therein 310. An easement for ingress and egress, underground electrical power lines and incidental purposes in the document recorded May 7, 1974 as Book 11137, Page 1008 of Official Records. 31p. An easement for driveway and incidental purposes in the document recorded May 7, 1974 as Book 11137, Page 1026 of Official Records. 31q. An easement for bicycle and pedestrian purposes and incidental purposes, recorded November 18, 1974 as Book 11289, Page 916 of Official Records. In Favor of: The City of Newport Beach Affects: As described therein 31r. An easement for either or both underground lines, conduits, including above-ground appurtenant fixtures and incidental purposes, recorded May 5, 1978 as Book 12663, Page 1525 and re-recorded September 18, 1978 in Book 12845, Page 1018, both of Official Records. In Favor of: Southern California Edison Company, a corporation, its successors and assigns Affects: As described therein 31s. An easement for wires, underground conduits, cables, vaults, manholes, handholes and including above-ground enclosures, markers, concrete pads, other appurtenant fixtures and incidental purposes, recorded October 13, 1978 as Book 12882, Page 981 of Official Records. I n Favor of: Southern California Edison Company, a corporation Affects: As described therein 31t. An easement for ingress, egress, automobile parking and incidental purposes, recorded December 15, 1978 as Book 12965, Page 482 of Official Records. In Favor of: Koll Center Associates, a California General Partnership Affects: As described therein First American Title ( ( Order Number: OSA-5927432 (mw) Page Number: 13 31u. An easement for public utilities and incidental purposes, recorded July 8, 1982 as Instrument No. 82- 235448 of Official Records. In Favor of: Southern California Edison Company, a corporation Affects: As described therein 31v. An easement for either or both underground lines, conduits, including above-ground appurtenant fixtures, as set forth in and incidental purposes, recorded March 7, 1985 as Instrument No. 85- 079670 and re-recorded April 26, 1985 as Instrument No. 85-149895, both of Official Records. In Favor of: Southern California Edison Company, a corporation, its successors and assigns Affects: As described therein 31w. Abutter's rights of ingress and egress to or from Macarthur Boulevard, Von Karman Avenue, Jamboree Boulevard and Birch Street, except at the private drives, have been dedicated or relinquished on the filed Map. 31x. An easement shown or dedicated on the Map as referred to in the lega l description For: Public utilities, pedestrian access, sewer, storm drain, private driveway and incidental purposes. 31y. The following matters shown or disclosed by the filed or recorded map referred to in the lega l description: Improvement Certificate 31z. The Terms, Provisions and Easement(s) contained in the document entitled "Easement Agreement" recorded July 8, 1999 as Instrument No. 19990504256 of Official Records. 31aa. The Terms, Provisions and Easement(s) contained in the document entitled "Easement Agreement" recorded September 12, 2000 as Instrument No. 20000475683 of Official Records. Document(s) declaring modifications thereof recorded February 5, 2001 as Instrument No. 20010065151 of Official Records. 31ab. The terms and provisions contained in the document entitled "Encroachment Agreement" recorded April 12, 2005 as Instrument No. 2005000274732 of Official Records. 31ac. The Terms, Provisions and Easement(s) contained in the document entitled "Easement Agreement" recorded February 9, 2006 as Instrument No. 2006000093208 of Official Records. 31ad. The terms and provisions contained in the document entitled "Memorandum of Agreement" recorded June 13, 2013 as Instrument No. 2013000359252 of Official Records. Document re-recorded July 18, 2013 as Instrument No. 2013000429555 of Official Records. 31ae. Rights of the public in and to that portion of the Land lying within any Road, Street, Alley or Highway. 31af. Water rights, claims or title to water, whether or not shown by the Public Records. First American Tttle 31ag. Rights of parties in possession. Order Number: OSA-5927432 (mw) Page Number: 14 Prior to the issuance of any policy of title insurance, the Company will require: 31ah. With respect to KCN a Management, LLC, a Delaware limited liability company: a. A copy of its operating agreement and any amendments thereto; b. If it is a California limited liability company, that a certified copy of its articles of organization (LLC- 1) and any certificate of correction (LLC-11), certificate of amendment (LLC-2), or restatement of articles of organization (LLC-10) be recorded in the public records; c. If it is a foreign limited liability company, that a certified copy of its application for registration (LLC-5) be recorded in the public records; d. With respect to any deed, deed of trust, lease, subordination agreement or other document or instrument executed by such limited liability company and presented for recordation by the Company or upon which the Company is asked to rely, that such document or instrument be executed in accordance with one of the following, as appropriate: (i) If the limited liability company properly operates through officers appointed or elected pursuant to the terms of a written operating agreement, such document must be executed by at least two duly elected or appointed officers, as follows: the chairman of the board, the president or any vice president, and any secretary, assistant secretary, the chief financial officer or any assistant treasurer; (ii) If the limited liability company properly operates through a manager or managers identified in the articles of organization and/or duly elected pursuant to the terms of a written operating agreement, such document must be executed by at least two such managers or by one manager if the limited liability company properly operates with the existence of only one manager. e. Other requirements which the Company may impose following its review of the material required herein and other information which the Company may require Hrst American Title Order Number: OSA-5927432 (mw) Page Number: 15 INFORMATIONAL NOTES Note: The policy to be issued may contain an arbitration clause. When the Amount of Insurance is less than the certain dollar amount set forth in any applicable arbitration clause, all arbitrable matters shall be arbitrated at the option of either the Company or the Insured as the exclusive remedy of the parties. If you desire to review the terms of the policy, including any arbitration clause that may be included, contact the office that issued this Commitment or Report to obtain a sample of the policy jacket for the policy that is to be issued in connection with your transaction. 1. The property covered by this report is vacant land. 2. According to the public records, there has been no conveyance of the land within a period of twenty- four months prior to the date of this report, except as follows: None 3. We find no outstanding voluntary liens of record affecting subject property. Disclosure should be made concerning the existence of any unrecorded lien or other indebtedness which could give rise to any possible security interest in the subject property. Affects: Parcel 2 The map attached, if any, may or may not be a survey of the land depicted hereon. First American expressly disclaims any liability for loss or damage which may result from reliance on this map except to the extent coverage for such loss or damage is expressly provided by the terms and provisions of the title insurance policy, if any, to which this map is attached. First American Title r LEGAL DESCRIPTION ( Order Number: OSA-5927432 (mw) Page Number: 16 Real property in the City of Newport Beach, County of Orange, State of California, described as follows: PARCEL 1 AND PARCEL 2 AS SHOWN ON EXHIBIT "A" ATTACHED TO LOT LINE ADJUSTMENT NO. LA2013-007 RECORDED NOVEMBER 27, 2013 AS INSTRUMENT NO. 2013000649418 OF OFFICIAL RECORDS OF ORANGE COUNTY, CALIFORNIA. APN: 445-131-29, 445-131-04 and 445-131-30 A"rst American Ttt/e ~ ~ :,,. ~ ~. ~ ~ ro- Tl/IS w.P rAS P/1£P.I.RED FM MA/1/iE CDIJHTY ASSESS()fl DEPT. PURPOSES lM. r. THE ASSESSOF/ MAXES NO GIJA/WlffE 4S TO ITS ACCIIIIAcr NOR ASSUN!S ANY ( IAB!l!Tr Ff'R Ol'HER //SES. NOT TD 8£ REPRODUC[O. ALL Pl/;1,rs RESERVED• Cl COPYRIGHT ()flANGE CMTY ASSESSUI 2019 ,~ MARCH 1973 12 "' ,<:i ) IRVINE SUB. TRACT NO, 7953 TRACT NO. 8 762 PARCEL UAP PARCEL MAP PARCEL UAP fo ' t M.M. 1-88 11,11, 310-7 to 11 incl, "·"· 350-24. 25, 26 P,11. 47-22, 60-14, 107-10, 114-22, P./1. 181-13, 188-38, 206-8, 266-17, P,M, 352-9, 316-4, 387-20 (2, NOTE - 427-2q ASSESSOR'S Bl OCK & PARCEL NUMBERS SHOWN IN C!RCLES 07 445-1 3 PAGE 1 OF 3 ~ ASSESSOR'S MAP BOOK ◄◄5 PAGE 13 COUNTY OF ORANGE 1 •=JOO' ! ~ 1 " 0 i ~:,;;-1 /ti D ""Cl 0 "' 2-<0 (1) (1) ~ zz C C 3 3 er er (1) (1) :: :: >-"-Q " U) ~ lJ1 '° N :,;' w N 3 ~ NOTICE Order Number: OSA-5927432 (mw) Page Number: 18 Section 12413.1 of the California Insurance Code, effective January 1, 1990, requires that any title insurance company, underwritten title company, or controlled escrow company handling funds in an escrow or sub- escrow capacity, wait a specified number of days after depositing funds, before recording any documents in connection with the transaction or disbursing funds. This statute allows for funds deposited by wire transfer to be disbursed the same day as deposit. In the case of cashier's checks or certified checks, funds may be disbursed the next day after deposit. In order to avoid unnecessary delays of three to seven days, or more, please use wire transfer, cashier's checks, or certified checks whenever possible. First American Title EXHIBIT A Order Number: OSA-5927432 (mw) Page Number: 19 LIST OF PRINTED EXCEPTIONS AND EXCLUSIONS {BY POLICY TYPE) CLTA STANDARD COVERAGE POLICY-1990 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: L (a) Any law, ordinance or governmental regulation (including but not limited to building or zoning laws, ordinances, or regulations) restricting, regulating, prohibiting or relating (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 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) whether or not recorded in the public records at Date of Policy, but 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 insured mortgage or for the estate or interest insured by this policy. 4. Unenforceability of the lien of the insured mortgage because of the inability or failure of the insured at Date of Policy, or the inability or failure of any subsequent owner of the indebtedness, to comply with the applicable doing business laws of the state in which the land is situated. 5. Invalidity or unenforceability of the lien of the insured mortgage, or claim thereof, which arises out of the transaction evidenced by the insured mortgage and is based upon usury or any consumer credit protection or truth in lending law. 6. Any claim, which arises out of the transaction vesting in the insured the estate of interest insured by this policy or the transaction creating the interest of the insured lender, by reason of the operation of federal bankruptcy, state insolvency or similar creditors' rights laws. EXCEPTIONS FROM COVERAGE -SCHEDULE B, PART I 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 or assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. Proceedings by a public agency which may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the public, records. 2. Any facts, rights, interests, or claims which are not shown by the public records but which could be ascertained by an inspection of the land or which may be asserted by persons in possession thereof. 3. Easements, liens or encumbrances, or claims thereof, not shown by the public records. 4. Discrepancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by the public records. 5. (a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b) or (c) are shown by the public records. 6. Any lien or right to a lien for services, labor or material not shown by the public records. First American Title Order Number: OSA-5927432 (mw) Page Number: 20 CL TA/ALTA HOMEOWNER'S POLICY OF TITLE INSURANCE (12-02-13) EXCLUSIONS In addition to the Exceptions in Schedule B, You are not insured against loss, costs, attorneys' fees, and expenses resulting from: 1. Governmental police power, and the existence or violation of those portions of any law or government regulation concerning: a. building; b. zoning; c. land use~ d. improvements on the Land; e. land division; and f. environmental protection. This Exclusion does not limit the coverage described in Covered Risk 8.a., 14, 15, 16, 18, 19, 20, 23 or 27. 2. The failure of Your existing structures, or any part of them, to be constructed in accordance with applicable building codes. This Exclusion does not limit the coverage described in Covered Risk 14 or 15. 3. The right to take the Land by condemning it. This Exclusion does not limit the coverage described in Covered Risk 17. 4. Risks: a. that are created, allowed, or agreed to by You, whether or not they are recorded in the Public Records; b. that are Known to You at the Policy Date, but not to Us, unless they are recorded in the Public Records at the Policy Date; c. that result in no loss to You; or d. that first occur after the Policy Date -this does not limit the coverage described in Covered Risk 7, 8.e., 25, 26, 27 or 28. 5. Failure to pay value for Your Title. 6. Lack of a right: a. to any land outside the area specifically described and referred to in paragraph 3 of Schedule A; and b. in streets, alleys, or waterways that touch the Land. This Exclusion does not limit the coverage described in Covered Risk 11 or 21. 7. The transfer of the Title to You is invalid as a preferential transfer or as a fraudulent transfer or conveyance under federal bankruptcy, state insolvency, or similar creditors' rights laws. 8. Contamination, explosion, fire, flooding, vibration, fracturing, earthquake, or subsidence. 9. Negligence by a person or an Entity exercising a right to extract or develop minerals, water, or any other substances. LIMITATIONS ON COVERED RISKS Your insurance for the following Covered Risks is limited on the Owner's Coverage Statement as follows: For Covered Risk 16, 18, 19, and 21 Your Deductible Amount and Our Maximum Dollar Limit of Liability shown in Schedule A. The deductible amounts and maximum dollar limits shown on Schedule A are as follows: Covered Risk 16: Covered Risk 18: Covered Risk 19: Covered Risk 21: Vour Deductible Amrnmt 1 % of Policy Amount Shown in Schedule A or $2,500 (whichever is less) 1 % of Policy Amount Shown in Schedule A or $5,000 (whichever is less) 1% of Policy Amount Shown in Schedule A or $5,000 (whichever is less) 1 % of Policy Amount Shown in Schedule A or $2,500 (whichever is less) 2006 ALTA LOAN POLICY (06-17-06) EXCLUSIONS FROM COVERAGE Qur Maximum Dollar I imit of I iability $10,000 $25,000 $25,000 $5,000 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; First American Title (iii) the subdivision of land; or (iv) environmental protection; Order Number: OSA-5927432 (mw) Page Number: 21 or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5, (b) Any governmental police power. This Exclusion l(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 11, 13, or 14); or (e) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage. 4. Unenforceabilily of the lien of the Insured Mortgage because of the inability or failure of an Insured to comply with applicable doing-business laws of the state where the Land is situated. 5. Invalidity or unenforceability in whole or in part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the Insured Mortgage and is based upon usury or any consumer credit protection or truth-in-lending law. 6. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction creating the lien of the Insured Mortgage, is (a) a fraudulent conveyance or fraudulent transfer, or (b) a preferential transfer for any reason not stated in Covered Risk 13(b) of this policy. 7. 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 Insured Mortgage in the Public Records. This Exclusion does not modify or limit the coverage provided under Covered Risk ll(b). The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage: EXCEPTIONS FROM COVERAGE (Except as provided in Schedule B -Part II,[ t(or T]his policy does not insure against loss or damage, and the Company will not pay costs, attorneys' fees or expenses, that arise by reason of: [PART I [The above policy form may be issued to afford either Standard Coverage or Extended Coverage, In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage: 1. (a) Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the Public Records; (b) proceedings by a public agency that may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the Public Records. 2. Any facts, rights, interests, or claims that are not shown by the Public Records but that could be ascertained by an inspection of the Land or that may be asserted by persons in possession of the Land. 3. Easements, liens or encumbrances, or claims thereof, not shown by the Public Records. 4. 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 and not shown by the Public Records. 5. (a) Unpatented mining c1a·1ms; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b), or (c) are shown by the Public Records. 6. Any lien or right to a lien for services, labor or material not shown by the public records. PART II In addition to the matters set forth in Part I of this Schedule, the Title is subject to the following matters, and the Company insures against loss or damage sustained in the event that they are not subordinate to the lien of the Insured Mortgage:] 2006 ALTA OWNER'S POLICY (06-17·06) 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 First American Title (i) the occupancy, use, or enjoyment of the Land; Order Number: OSA-5927432 (mw) Page Number: 22 (ii) the character, dimensions, or location of any improvement erected on the Land; (iii) the subdivision of land; or (iv) environmental protection; or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion l(a) does not modify or limit the coverage provided under Covered Risk 5. (b) Any governmental police power. This Exclusion l{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 or 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. The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage: EXCEPTIONS FROM COVERAGE This policy does not insure against loss or damage, and the Company will not pay costs, attorneys' fees or expenses, that arise by reason of: [The above policy form may be issued to afford either Standard Coverage or Extended Coverage. In addition to the above Exclusions from Coverage, the Exceptions from Coverage in a Standard Coverage policy will also include the following Exceptions from Coverage: 1. (a) Taxes or assessments that are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the Public Records; (b) proceedings by a public agency that may result in taxes or assessments, or notices of such proceedings, whether or not shown by the records of such agency or by the Public Records. 2. Any facts, rights, interests, or claims that are not shown by the Public Records but that could be ascertained by an inspection of the Land or that may be asserted by persons in possession of the Land. 3, Easements, liens or encumbrances, or claims thereof, not shown by the Public Records. 4. Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the ntle that would be disclosed by an accurate and complete land survey of the Land and not shown by the Public Records. 5. (a) Unpatented mining claims; (b) reservations or exceptions in patents or in Acts authorizing the issuance thereof; (c) water rights, claims or title to water, whether or not the matters excepted under (a), (b), or (c) are shown by the Public Records. 6. Any lien or right to a lien for services, labor or material not shown by the Public Records. 7. [Variable exceptions such as taxes, easements, CC&R's, etc. shown here.] ALTA EXPANDED COVERAGE RESIDENTIAL LOAN POLICY (07-26-10) EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy, and the Company will not pay loss or damage, costs, attorneys' fees, or expenses that arise by reason of: 1. (a) Any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to (i) the occupancy, use, or enjoyment of the Land; (ii) the character, dimensions, or location of any improvement erected on the Land; (iii) the subdivision of land; or (iv) environmental protection; or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion l(a) does not modify or limit the coverage provided under Covered Risk 5, 6, 13(c), 13(d), 14 or 16. (b) Any governmental po!ice power. This Exclusion l(b) does not modify or limit the coverage provided under Covered Risk 5, 6, 13(c), 13(d), First American Title 14 or 16. 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 11, 16, 17, 18, 19, 20, 21, 22, 23, 24, 27 or 28); or ( e) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Insured Mortgage. 4. Unenforceability of the lien of the Insured Mortgage because of the inability or failure of an Insured to comply with applicable doing-business laws of the state where the Land is situated. 5. Invalidity or unenforceability in whole or in part of the lien of the Insured Mortgage that arises out of the transaction evidenced by the Insured Mortgage and is based upon usury or any consumer credit protection or truth-in-lending law. This Exclusion does not modify or limit the coverage provided in Covered Risk 26. 6. Any claim of invalidity, unenforceability or lack of priority of the lien of the Insured Mortgage as to Advances or modifications made after the Insured has Knowledge that the vestee shown in Schedule A is no longer the owner of the estate or interest covered by this policy. This Exclusion does not modify or limit the coverage provided in Covered Risk 11. 7. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching subsequent to Date of Policy. This Exclusion does not modify or limit the coverage provided in Covered Risk 11(b) or 25. 8. The failure of the residential structure, or any portion of it, to have been constructed before, on or after Date of Policy in accordance with applicable building codes. This Exclusion does not modify or limit the coverage provided in Covered Risk 5 or 6. 9. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction creating the lien of the Insured Mortgage, is (a) a fraudulent conveyance or fraudulent transfer, or (b) a preferential transfer for any reason not stated in Covered Risk 27(b) of this policy. 1 o. Contamination, explosion, fire, flooding, vibration, fracturing, earthquake, or subsidence. 11. Negligence by a person or an Entity exercising a right to extract or develop minerals, water, or any other substances. First American Title I ~ I First American Title ~ _a.(JC Privacy Information We Are Committed to Safeguarding Customer Information In order to better serve your needs now and in the future, we may ask you to provide us with certain information. We understand that you may be concerned about what we will do with such information -particularly any personal or financial information. We agree that you have a right to know how we will utilize the personal information you provide to us. Therefore, together with our subsidiaries we have adopted this Privacy Policy to govern the use and handling of your personal information. Applicability This Privacy Policy governs our use of the information that you provide to us. It does not govern the manner in which we may use information we have obtained from any other source, such as information obtained from a public record or from another person or entity. First American has also adopted broader guidelines that govern our use of personal information regardless of its source. First American calls these guidelines its Fair Information Values. Types of Information Depending upon which of our services you are utilizing, the types of nonpublic personal information that we may collect include: • Information we receive from you on applications, forms and in other communications to us, whether in writing, in person, by telephone or any other means; • Information about your transactions with us, our affiliated companies, or others; and • Information we receive from a consumer reporting agency. Use of Information We request information from you for our own legitimate business purposes and not for the benefit of any nonaffiliated party. Therefore, we will not release your information to nonaffiliated parties except: (I) as necessary for us to provide the product or service you have requested of us; or (2) as permitted by law. We may, however, store such information indefinitely, including the period after which any customer relationship has ceased. Such information may be used for any internal purpose, such as quality control efforts or customer analysis. We may also provide all of the types of nonpublic personal information listed above to one or more of our affiliated companies. Such affiliated companies include financial service providers, such as title insurers, property and casualty insurers, and trust and investment advisory companies, or companies involved in real estate services, such as appraisal companies, home warranty companies and escrow companies. Furthermore, we may also provide all the information we collect, as described above, to companies that perform marketing services on our behalf, on behalf of our affiliated companies or to other financial institutions with whom we or our affiliated companies have joint marketing agreements. Former Customers Even if you are no longer our customer, our Privacy Policy will continue to apply to you. Confidentiality and Security We will use our best efforts to ensure that no unauthorized parties have access to any of your information. We restrict access to nonpublic personal information about you to those individuals and entities who need to know that information to provide products or services to you. We will use our best efforts to train and oversee our employees and agents to ensure that your information will be handled responsibly and in accordance with this Privacy Policy and First American's Fair Information Values. We currently maintain physical, electronic, and procedural safeguards that comply with federal regulations to guard your nonpublic personal information. Information Obtained Through Our Web Site First American Financial Corporation is sensitive to privacy issues on the Internet. We believe it is important you know how we treat the information about you we receive on the Internet. In general, you can visit First American or its affiliates' Web sites on the World Wide Web without telling us who you are or revealing any information about yourself. Our Web servers collect the domain names, not the e-mail addresses, of visitors. This information is aggregated to measure the number of visits, average time spent on the site, pages viewed and similar information. First American uses this information to measure the use of our site and to develop ideas to improve the content of our site. There are times, however, when we may need information from you, such as your name and email address. When information is needed, we will use our best efforts to let you know at the time of collection how we will use the personal information. Usually, the personal information we collect is used only by us to respond to your inquiry, process an order or allow you to access specific account/profile information. If you choose to share any personal information with us, we will only use it in accordance with the policies outlined above. Business Relatlonshlps First American Financial Corporation's site and its affiliates' sites may contain links to other Web sites. While we try to link only to sites that share our high standards and respect for privacy, we are not responsible for the content or the privacy practices employed by other sites. Cookies Some of First American's Web sites may make use of "cookie" technology to measure site activity and to customize information to your personal tastes. A cookie is an element of data that a Web site can send to your browser, which may then store the cookie on your hard drive. firstAm mm uses stored cookies. The goal of this technology is to better serve you when visiting our site, save you time when you are here and to provide you with a more meaningful and productive Web site experience. Fair Information Values Fairness We consider consumer expectations about their privacy in all our businesses. We only offer products and services that assure a favorable balance between consumer benefits and consumer privacy. Public Record We believe that an open public record creates significant value for society, enhances consumer choice and creates consumer opportunity. We actively support an open public record and emphasize its importance and contribution to our economy. Use We believe we should behave responsibly when we use information about a consumer in our business. We will obey the laws governing the collection, use and dissemination of data. Accuracy We will take reasonable steps to help assure the accuracy of the data we collect, use and disseminate. Where possible, we will take reasonable steps to correct inaccurate information. When, as with the public record, we cannot correct inaccurate information, we will take all reasonable steps to assist consumers in Identifying the source or the erroneous data so that the consumer can secure the required corrections. Education We endeavor to educate the users of our products and services, our employees and others in our industry about the importance of consumer privacy. We will instruct our employees on our fair information values and on the responsible collection and use of data. We will encourage others in our industry to collect and use information in a responsible manner. Security We will maintain appropriate facilities and systems to protect against unauthorized access to and corruption of the data we maintain. Form SO-PRIVACY (9/1/10) Page 1 of 1 Privacy Information (2001-2010 First American Financial Corporation)